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       T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Friday, March 15, 2024, Vol. 25, No. 55

                           Headlines



F R A N C E

ELO (AUCHAN HOLDING): S&P Lowers ICRs to 'BB+/B', Outlook Stable
EOS FINCO: S&P Downgrades LongTerm ICR to 'B-', Outlook Stable
NEW IMMO: S&P Lowers ICRs to 'BB+/B', Outlook Stable
ZF INVEST: Moody's Affirms 'B3' CFR & Alters Outlook to Positive
ZF INVEST: S&P Affirms 'B-' ICR & Alters Outlook to Positive



G E R M A N Y

BRANICKS GROUP: S&P Downgrades LT ICR to 'CCC', Outlook Negative
FORTUNA CONSUMER 2023-1: DBRS Confirms CCC Rating on Class F Notes
TK ELEVATOR: Fitch Rates New Sr. Secured Debt 'B+'


I R E L A N D

BILBAO CLO I: Moody's Affirms B2 Rating on EUR12MM Class E Notes
BLACKROCK EUROPEAN VII: Moody's Affirms B2 Rating on Class F Notes
CARLYLE EURO 2018-1: Moody's Cuts EUR12.75MM E Notes Rating to B2
CARLYLE GLOBAL 2014-3: Moody's Affirms B2 Rating on Cl. E-R Notes
CROSS OCEAN IX: Fitch Assigns 'B-(EXP)sf' Rating on Class F Bonds

GEDESCO TRADE 2020-1: Moody's Downgrades Rating on 2 Tranches to C
HARVEST CLO IX: Moody's Affirms B3 Rating on EUR15.2MM F-R Notes
MARLAY PARK CLO: Moody's Affirms B2 Rating on EUR11.6MM E Notes
TORO EUROPEAN 9: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes


L U X E M B O U R G

ROOT BIDCO: Fitch Alters Outlook on 'B' LongTerm IDR to Negative
WEBPROS INVESTMENTS: Moody's Ups CFR to 'B1', Outlook Stable


N E T H E R L A N D S

ALCOA NEDERLAND: Fitch Lowers LongTerm IDR to 'BB+', Outlook Stable
BOCK CAPITAL: S&P Upgrades LongTerm ICR to 'B-', Outlook Positive
GREENKO ENERGY: Fitch Alters Outlook on BB LongTerm IDR to Negative
INTERNATIONAL GAME: Fitch Puts 'BB+' IDR on Watch Positive
KETER GROUP: Moody's Lowers CFR to Ca, Outlook Stable

TENNET HOLDING: S&P Rates New Hybrid Capital Securities 'BB+'


N O R W A Y

SECTOR ALARM: Moody's Affirms B3 CFR & Alters Outlook to Negative


P O R T U G A L

BANCO BPI: S&P Lowers Senior Sub. Instruments Rating to 'BB+'
HAITONG BANK: S&P Affirms 'BB' ICR, Outlook Negative


S P A I N

ANSELMA ISSUER: S&P Affirms BB Rating on Class B Secured Debt
GRIFOLS SA: S&P Lowers LongTerm ICR to 'B', On Watch Negative
PROMOTORA DE INFORMACIONES: S&P Raises ICR to 'B-' on Deleveraging


U N I T E D   K I N G D O M

ASTON MARTIN: Moody's Hikes CFR to B3 & Alters Outlook to Stable
ASTON MARTIN: S&P Raises LongTerm ICR to 'B-', Outlook Stable
BASE CHILDRENSWEAR: Goes Into Administration
BRITISH AIRWAYS: Moody's Puts 'Ba1' CFR on Review for Upgrade
CARLAUREN GROUP: SFO Conducts Raids as Part of Fraud Probe

CHARLES STREET 2: DBRS Confirms BB(high) Rating on Class C Notes
DUCHY PLANT: Set to Go Into Administration
FERROGLOBE PLC: Moody's Alters Outlook on 'B2' CFR to Positive
HEATHROW FINANCE: Moody's Rates New Sr. Secured Notes 'B1'
INTERNATIONAL CONSOLIDATED: Moody's Puts 'Ba1' CFR Under Review

JULES B: Creditors Back Rescue Plan
KANE BIDCO: Moody's Affirms 'B1' CFR, Outlook Remains Stable
PINEWOOD GROUP: S&P Affirms 'BB-' ICR on Announced New Issuance
SELINA HOSPITALITY: B. Arbel Joins Board as Non-Executive Director
SELINA HOSPITALITY: Moves to Nasdaq Stock Market

SILVERBIRD GLOBAL: Goes Into Administration
ST HELENS: Enters Administration, Up to 70 Jobs Affected
STRATTON MORTGAGE 2024-2: S&P Assigns Prelim. 'B' Rating on F Notes
SURGO CONSTRUCTION: Enters Administration, 46 Jobs Affected
TAURUS 2021-1: DBRS Hikes Class E Notes Rating to BB(high)



X X X X X X X X

[*] BOOK REVIEW: The Titans of Takeover

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F R A N C E
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ELO (AUCHAN HOLDING): S&P Lowers ICRs to 'BB+/B', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings lowered to 'BB+/B' from 'BBB-/A-3' its ratings
on ELO (Auchan Holding), owner of Auchan Retail and New Immo
Holding (NIH), and the group's senior unsecured notes. S&P assigned
the notes a '3' recovery rating (65% recovery prospects).

The stable outlook reflects S&P's expectation that the uncertain
prospects of retail business in France, alongside the challenges
and costs of integrating Casino's stores, will keep ELO's
profitability below 5.0%, free operating cash flow negative, and
leverage (excluding Russian operations) at 3.5x-4.0x in 2024-2025,
before a progressive improvement.

Auchan Retail's underperformance drove ELO's leverage (excluding
Russia) to S&P Global Ratings-adjusted 3.4x in 2023, from 2.7x in
2022.

Last year ELO reported sales of EUR32.9 billion, about 1.7% lower
than in 2022 because of lower fuel prices and unfavorable foreign
currency movements. S&P Global Ratings-adjusted EBITDA declined to
EUR1.4 billion, about 15% lower than in 2022 and 20% lower than in
2021. The group's EBITDA margin, adjusted by S&P Global Ratings,
was 4.4%, versus 5.1% in 2022 and 5.8% in 2021. The decline was
driven by Auchan Retail France, whose EBITDA contracted EUR175
million, and Auchan Retail Russia and Ukraine, whose EBITDA
contracted EUR82 million at constant exchange rates, according to
the company's year-end results. This was partially hedged by the
group's diversification and good performance in its other
businesses and geographies. Auchan Retail's EBITDA in other
geographies rose EUR92 million on the back of the successful
integration of 217 DIA stores in Spain and healthy like-for-like
expansion in Eastern Europe, while NIH's EBITDA increased EUR23
million.

The acquisition of 98 Casino stores will increase leverage to 4.0x
in 2024 and entail substantial execution risk, in S&P's view. The
deal, announced on January 24, includes 70 supermarkets, 26
hypermarkets, and two drive-thrus. ELO also shared its plan to
build, together with Les Mousquetaires (Intermarche), the biggest
purchasing alliance in France. The acquisition will strengthen
Auchan's market share in France to 10.0% from 8.5% in 2023, with a
presence in complementary regions, such as the south and
Ile-de-France, and increase its exposure to the supermarket format.
S&P said, "In our base case, we assume ELO will face a material
outflow in 2024 related to the transaction, including the
acquisition price and the investments needed to transform and
re-open the stores. ELO's shareholders will finance a portion of it
through a EUR300 million capital increase. Additionally, we
estimate the acquired stores will add a significant amount of lease
debt and annual lease payments, while their EBITDA contribution
(pre-leases) will be negative in 2024 and only moderately positive
in 2025-2026. Overall, we expect the transaction will increase S&P
Global Ratings-adjusted debt by EUR600 million-EUR700 million in
2024. Consequently, we expect adjusted leverage will spike to 4.0x
in 2024, before stabilizing at 3.5x-4.0x in 2025. Furthermore, we
think the transaction entails significant execution risks, because
of the deteriorated performance of Casino's super and hypermarkets
in 2022-2023 and Auchan's poor track record of turning around the
profitability of its own network." Although the 10-year purchasing
alliance with Les Mousquetaires should provide some tangible
effects on the group's buying conditions from 2025, the impact on
profitability is untested in a very competitive landscape.

Continuous weakening in the core French retail market poses
long-term challenges to the group's profitability and cash flow.
Excluding Russia and Ukraine, the main drag on ELO's profitability
and cash generation remains its core French retail operations.
These activities represent about half of the group's revenue and
their EBITDA has declined three years in a row. S&P said, "We
estimate Auchan Retail's reported EBITDA margin in France dropped
to about 1.0% in 2023, from about 2.0% in 2022 and about 3% in
2021. This level of profitability is significantly below the global
industry average, which we estimate at 5%-10%. This translates in
structurally negative free operating cash flow (FOCF), despite the
limited amount of financial debt displayed by retail operations.
Auchan Retail France has also faced years of progressive erosion of
its market share, which dropped to 8.5% in 2023 from 10.5% in 2018,
according to Kantar. We think this is the result of the group's
dependence on large hypermarkets, which we estimate represent over
two-thirds of its revenue, and particularly by its significant
nonfood exposure, as well as fierce competition in France. This
comes from discounters and market-leader Leclerc, as well as
fast-growing specialized players such as Grand Frais in the fresh
food segment or Action in the non-food segment. Management is
confident it can improve the profitability and attractiveness of
its French retail operations in the medium term by leveraging on
the new purchasing alliance with Intermarché, investing in prices
and in the attractiveness of its hypermarkets, by reducing surface
and reshaping the offering. However, we assume the turnaround will
be tricky, gradual, and eventually require additional sizable
one-off investments. We consider that Auchan's structural weakness
in its core French market poses a long-term challenge to the
group's cash flow and its credit quality. This prompted us to
revise down the group's business risk profile assessment to fair,
from satisfactory previously, and it ultimately drove the
downgrade. This revision also reflects the pronounced reduction in
the group's scale and geographic diversification over 2018-2020,
following the disposal of various activities."

Real estate subsidiary NIH helps ELO's profitability amid
unfavorable macroeconomic conditions. NIH reported solid growth in
2023, with EBITDA reaching EUR392 million, up 9.5% from 2022 and
33% above 2021, as the company bounced back from COVID-19-related
setbacks. S&P said, "We forecast NIH's rental income and adjusted
EBITDA will rise another 2%-5% per year on a like-for-like basis in
2024-2025, supporting ELO's performance and business diversity.
Despite the material rise in interest rates, NIH's reported
portfolio value in 2023 only showed a 1.5% decline on a
like-for-like basis. This was below our expectation and below that
of main peers. This is because the rise in yields was partly
compensated by robust cash flow, and NIH's yields are already
slightly higher than those of some peers in the office or
residential sectors (7.82% discount rate in France, 9.01% in
Western Europe, and 11.79% in Eastern Europe). That said, higher
interest rates could still pose additional challenges over the next
12-24 months, including lowered debt service coverage capacity and
complicating the execution of asset disposals. We expect NIH will
continue investing about EUR300 million per year in its development
pipeline, that will be self-financed through its cash-flow
generation and asset disposals of around EUR100 million per year.
As such, we do not expect NIH's investment strategy to drive any
significant reduction or increase in ELO's net debt."

ELO's shareholder support and asset-rich balance sheet enable the
group to partially cushion the impact of operational weaknesses on
the metrics. Over 2018-2020, ELO deleveraged substantially, by
using proceeds from disposals to reduce S&P Global Ratings-adjusted
debt to EUR3.8 billion in 2021, from EUR8.4 billion in 2018. This
was before a partial reversal due to weak operating performance and
some strategic acquisitions in 2022-2023. Shareholders have
historically prioritized credit quality over dividends during
difficult trading conditions. For example, ELO cancelled dividend
payments during the pandemic and committed not to pay dividends in
2024 to partly counterbalance the negative impact of Casino's
stores acquisition. Similarly, shareholders contributed EUR100
million in 2023 and will contribute another EUR300 million in 2024.
Given its strong asset base, including NIH's EUR7.3 billion
portfolio and Auchan Retail's ownership of a considerable portion
of its stores, we assume the group may execute additional disposals
to reduce its financial debt over the coming two to three years.
However, the cautious financial policy did not fully compensate for
the deterioration of operating performance, which has materially
weakened the metrics over the past 24 months. S&P said, "In our
view, Auchan Retail France needs sizable investments in the short
term to restore its long-term competitive position and ultimately
its cash flow. We think that a return to an investment-grade rating
would hinge on reduced net debt on the back of positive FOCF and
the restoration of a sound retail business in France--not only from
asset disposals since these transactions often entail a reduction
in EBITDA and business diversification, or imply higher lease
payments."

Cash flow will remain negative in 2024-2025, due to subdued
profitability, high investments, and increasing fixed charges
hampering financial flexibility. In 2023, ELO's reported net
financial debt increased about EUR330 million, despite a EUR220
million working capital inflow and EUR220 million of proceeds from
disposals. This follows an increase of about EUR400 million in
2022. The main drivers of cash absorption in 2023 were EUR1,081
million of investments, including the acquisition of DIA's 217
stores in Spain, about EUR330 million of cash interests (versus
EUR240 million in 2022), about EUR330 million lease payment, as
well as a EUR100 million dividend and an equivalent amount of cash
taxes. S&P said, "We expect net debt will continue increasing in
2024-2025, as the group will integrate Casino's loss-making stores,
while keeping investments high to turnaround its core French
operations. We expect ELO's fixed charges will increase markedly
over 2024-2025, due to an estimated EUR80 million increase in lease
payments following the acquisition of Casino's stores and an EUR40
million increase in interest expenses, given the higher adjusted
debt and higher interest rates. In this context, ELO will likely
need to reimburse or refinance about EUR850 million of debt per
year in 2024-2025, and about EUR1,250 million in 2026 (including
NIH's bond). The 2024 maturity has been mostly covered with a
EUR750 million bond issuance at 6% in September 2023. Higher fixed
charges will translate in a deterioration of the group's financial
flexibility, as indicated by the EBITDAR coverage ratio, which we
estimate will fall to 2.1x-2.4x in 2024-2025, from 2.6x in 2023 and
3.8x in 2022, despite the group's ownership of a sizable portion of
its store footprint."

ELO's financial debt mostly benefits NIH, while Auchan Retail has
limited financial debt but struggles to generate FOCF. In 2023, NIH
accounted for about 27% of ELO's consolidated adjusted EBITDA, but
for about 76% of its EUR4.6 billion adjusted debt. Consequently, in
2023 NIH had an adjusted leverage of 8.6x, while the holding
company and Auchan Retail had a leverage of 1.0x, mostly
constituted of lease obligations and a net cash position. This
gives Auchan Retail some flexibility to absorb the Casino
acquisition and invest in the turnaround of its core French
operations. In 2024, we expect Auchan Retail's leverage will
increase toward 2.0x, while NIH's leverage will decline to 8.4x.
From a financial standpoint, and in line with S&P's rating approach
for real estate companies, NIH can bear a much more leveraged
capital structure relative to its EBITDA than regular corporate
entities. S&P said, "This high leverage is offset by the large
amount of real estate assets on the books and the predictability of
the related rental income mostly generated through fixed and
indexed leases--a characteristic we reflect in our methodology for
real estate companies, which have less stringent financial triggers
compared with other corporates. Under our financial matrix
framework for real estate entities, NIH's weighted-average credit
metrics correspond to an intermediate financial risk profile.
Therefore, we believe that ELO's credit quality is stronger than
what its consolidated credit metrics suggest under our corporate
rating methodology, justifying a one-notch uplift from the 'bb'
anchor. Considering its hybrid nature, combining both retail and
real estate businesses, we will monitor the consolidated group and
the creditworthiness of its two core businesses on a stand-alone
basis under each methodology."

S&P said, "We consider leverage excluding Russia as more
representative of the group's ability to repay its debt under the
current circumstances. Although the group does not intend to leave
Russia for now, we consider ELO's adjusted leverage excluding
EBITDA from Russia as a metric that better reflects the group's
current creditworthiness. This is because, given the sanctions and
the geopolitical tensions, we assume the group cannot rely on the
cash flows generated in Russia to service its debt. Without our
estimate of Russian EBITDA and Russian lease debt for 2023, our
calculation of adjusted leverage increases about 0.2x.

"The stable outlook reflects our expectation that the uncertain
prospects of French retail business, combined with the challenges
and costs of integrating Casino's stores, will keep ELO's
profitability below 5.0%, FOCF negative, and leverage (excluding
the Russia operations) at 3.5x-4.0x in 2024-2025, before a
progressive improvement."

S&P could lower the ratings if, over the next 12-24 months, ELO
underperforms its base case due to continuous deterioration of
operating conditions in France or higher-than-expected costs from
the integration of Casino's stores. In particular, S&P could lower
the rating if ELO's:

-- Leverage exceeds S&P Global Ratings-adjusted 4.0x (excluding
Russia) on a sustainable basis;

-- French retail operations EBITDA turns negative; or

-- Cash flow deteriorates further, causing material, unexpected
increases in net debt and hampering the liquidity profile.

S&P could raise the ratings if ELO materially overperforms its base
case, such that ELO's:

-- Leverage remains well below 3.5x (excluding Russia); and

-- EBITDA margin structurally increases above 5.0%, driven by a
fundamental improvement of the profitability and competitive
position of its French retail operations.

Environmental, social, and governance (ESG) factors have had no
material influence on S&P's credit rating analysis of ELO.

The group's exposure to environmental and social risk is similar to
that of the broader industry. For ELO, as a privately owned
company, governance factors are significant to the credit profile,
as the group is subject to less-stringent reporting and disclosure
requirements than publicly listed companies.

As part of its corporate strategy, Auchan Retail put a large focus
on improving its environmental impact, making it a key aspect of
the strengthening of its competitive position. The group's
environmental ambitions include reducing plastic packaging, food
waste, and its carbon footprint. With respect to the latter, ELO's
target is reducing Scope 1 and Scope 2 carbon dioxide emissions by
46% by 2030 (compared with 2019). Regarding Scope 3 emissions,
where most of the greenhouse gas emissions are generated for the
industry, the group's target is reducing them by 25% by 2030
(compared with 2020). As part of its efforts to differentiate its
product offering, ELO aims to rely more on local sourcing of
products and food traceability through, among other initiatives,
more partnerships with farmers.

In November 2021, Auchan signed its first sustainability-linked
loan, with terms conditional on achieving several climate change
and sustainable agricultural production targets, while in September
2023 it issued a EUR750 million sustainability-linked bond.


EOS FINCO: S&P Downgrades LongTerm ICR to 'B-', Outlook Stable
--------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit and issue
ratings on France-based telecom provider Eos Finco Sarl and its
debt of about EUR1.6 billion to 'B-' from 'B'. The issue rating has
an unchanged '3' recovery rating, indicating its expectations of
meaningful loan recovery prospects (50%-70%; rounded estimate: 55%)
in the event of a payment default.

S&P said, "The stable outlook reflects our view that ETC will
return to EBITDA growth thanks to inorganic revenue increasing by
close to 19%--due to the full year contributions from BTV and
Amady, acquired during 2023, and cost saving initiatives that we
forecast will support margin expansion to 16%. This should result
in debt to EBITDA below 9.0x (below 7.0x excluding PECs), and FOCF
being only marginally negative in 12 months' time.

"The downgrade reflects a significant deterioration in ETC's credit
metrics compared to our previous base case, led by governance
issues at its largest client Altice and lower demand from telecom
operators. We forecast S&P Global Ratings-adjusted debt to EBITDA
to peak above 11.0x (9.0x excluding PECs) at year end 2023 from
7.2x in 2022 (5.5x excluding PECs), compared with 7.7x in our
previous base case.

"On a pro forma basis, including the full year impact of BTV and
Amady acquired during 2023, we still expect leverage to be about
9.0x at year end 2023. We think it will not reduce below 8.0x (6.0x
excluding PECs) before the end of 2025.

"In addition, FFO cash interest coverage will stay below 1.5x
alongside negative FOCF over the next two years. In our previous
base-case scenario, we expected FFO cash interest coverage
converging toward 2.0x over the same time horizon." The now lower
forecast credit metrics reflect a weaker than expected year-to-date
September 2023 operating performance--negatively impacted by
strategic changes at its largest customer Altice since second
quarter 2023, triggered by corruption allegations--and slowed
demand in ETC's markets.

Year-to-date September 2023 revenue experienced an 11.6% decline on
a like-for-like basis pro forma all acquisitions since 2022. Altice
contributed two-thirds of the decline, and the remaining stemmed
from capital expenditure (capex) reductions at clients, and
destocking which lowered fiber-to-the-home (FTTH) deployment.

Pro forma like-for-like reported EBITDA declined by about EUR40
million year on year, mostly driven by the lower volumes and
additional fixed costs arising from Amady and BTV and partially
offset by management's ability to increase gross margins in
acquired businesses Walker, Comstar, and Multicom. For full year
2023, S&P anticipates that the trends exhibited during third
quarter 2023 (a decline of EUR30 million in EBITDA) will continue
in the fourth quarter, resulting in adjusted revenue of about
EUR1.3 billion and adjusted EBITDA of EUR191 million--not
annualizing the 2023 acquisitions.

S&P said, "While we understand ETC is not involved in Altice's
corruption allegations, we forecast a gradual decline in ETC's
customer concentration to Altice. Corruption allegations regarding
Altice's procurement practices started in July 2023 for the U.S.,
France, and Portugal. As a result, Altice is redesigning its
practices, which negatively affects ETC's existing business with
them. In addition, Altice has communicated lower capex to preserve
its operating cash flows, in line with other telecom operators last
year, thus reducing the overall demand for FTTH equipment. We
continue to think that--as a market leader--ETC can provide
economic benefit to Altice including the secure availability of
stock-keeping units (SKUs) and procurement savings. However, we
prudently forecast a decline in revenues from Altice to below 20%
of total revenue by the end of 2024, from about 33% pro forma
revenues in 2022. While the decline will weigh on revenue expansion
in the near term, we believe the reduction in customer
concentration will reduce ETC's revenue volatility in the long
term, which we consider credit positive.

"Despite continued challenging market conditions, which we expect
to improve toward the end of 2024, we expect EBITDA to
significantly grow thanks to the timing of its 2023 acquisitions.
On a like-for-like basis, we estimate revenue will decline by about
6.5% due to decreasing business with Altice. If we exclude the
negative forecast from Altice, revenue would grow by roughly 4% on
a like-for-like basis in 2024. We assume revenue growth to stem
from the U.S., Germany, the U.K., and Belgium, the Netherlands, and
Luxembourg (Benelux). The growth in the U.S. will come from new
commercial activities such as a new warehouse on the west coast
where ETC is currently less prominent. Thanks to ETC's market
position and scale in the U.S., we continue to believe that there
is sufficient space to grow the business organically although not
at the same rate as previously anticipated. We anticipate U.S.
telco operators' capex to decline to 16% of revenues compared to
highs of 19% in 2022, given a stronger focus on operating cash flow
preservation in the higher interest rate environment. At the same
time, uncertainties remain on the timing of public funding in the
U.S., which should support the rollout of fiber to rural areas of
the country.

"Our current base case expects a gradual flow through of those
funds that support higher demand for broadband equipment from 2025.
In terms of revenue growth in Europe, we continue to expect solid
demand for FTTH equipment in geographies where it is
underpenetrated, including Germany, the U.K., and Belgium,
resulting in significant capex at telco operators. We forecast
EBITDA margins to expand by 140 basis points during 2024 thanks to
cost rationalization after last year's acquisition, as well as
synergy realization largely from procurement savings.

"We forecast significant EBITDA growth to support deleveraging to
8.7x (6.9x excluding PECs) in 2024 from around 11x in 2023 and FFO
to turn positive again at roughly EUR5 million. In 2025, we
forecast a gradual improvement in the telecom industry thanks to
lower interest rates and expected public fundings flowing through
to the U.S. that should support ETC's organic revenue growth of 5%
during 2025."

Nonetheless, ongoing uncertainties with Altice, further capex
reductions across key geographies, and delays in the flow through
of the public funding plan in the U.S. may reduce ETC's EBITDA
growth and deleveraging trajectory over the next two years.

Liquidity remains supportive despite negative FOCF generation that
is constrained by high interest costs. S&P said, "At the end of
2023, we forecast FOCF to be significantly negative at EUR44
million due to the timing of the interest payments--two fall due
during the last quarter in 2023. For 2024 and 2025, we continue to
forecast slightly negative to muted FOCF generation as high
interest costs remain a drag on FOCF generation. However, we think
liquidity will remain solid despite the weaker operating
performance, with EUR120 million available under the revolving
credit facility (RCF), an undrawn EUR100 million acquisition capex
facility, and about EUR100 million of cash on balance sheet at the
end of September 2023. ETC does not face any near-term maturities,
and the RCF expires during 2028."

S&P said, "The stable outlook reflects our view that ETC will
return to EBITDA growth thanks to inorganic revenue growth of close
to 19% due to the full year impact of BTV and Amady, acquired
during 2023, and cost saving initiatives that we forecast to
support margin expansion to 16%, resulting in debt to EBITDA below
9.0x (below 7.0x excluding PECs). We anticipate FOCF to be only
marginally negative in twelve months' time, and that liquidity will
be adequately maintained.

"We could downgrade the company if operational performance further
deteriorates due to continued weak demand in the telecom industry
reflected by further capex reductions or the entire loss of its
Altice business because of the ongoing investigation of its
procurement practices. This could add additional strain to credit
metrics and result in persistently negative FOCF and tightening
liquidity. In addition, we could consider a downgrade if leverage
stays higher than 10x, and FFO cash interest coverage remains
significantly below 1.5x.

"We could consider an upgrade if a market rebound in FTTH
deployment across the U.S. and Europe, coupled with successful cost
cutting initiatives, leads to sufficient revenue and EBITDA growth,
resulting in adjusted debt to EBITDA below 7.0x on a sustained
basis, FFO interest coverage reverting toward 2.0x, and FOCF
turning sustainably positive.

"Governance factors are a moderately negative consideration in our
credit rating analysis of ETC. Our assessment of the company's
financial risk profile as highly leveraged reflects corporate
decision-making that prioritizes the interests of the controlling
owners, in line with our view of the majority of rated entities
owned by private-equity sponsors. Our assessment also reflects
generally finite holding periods and a focus on maximizing
shareholder returns."


NEW IMMO: S&P Lowers ICRs to 'BB+/B', Outlook Stable
----------------------------------------------------
S&P Global Ratings lowered its issuer credit ratings on New Immo
Holding (NIH) to 'BB+/B' and its issue ratings on NIH's senior
unsecured notes to 'BB+'. S&P also assigned a recovery rating of
'3' (65%) to the notes. S&P's SACP on NIH remains at 'bbb'.

The stable outlook on NIH reflects that on its parent, with
anticipated challenges in the French retail business and
integration costs from the acquisition of competitor Casino. S&P
expects NIH's debt to debt plus equity to remain above its 45%
downside threshold for the SACP in 2024 before recovering through
asset disposals and more limited portfolio devaluation, although
with limited headroom.

S&P said, "We lowered our ratings on ELO (Auchan Holding), owner of
Auchan Retail and NIH, on March 11, 2024, due to
weaker-than-expected results in 2023 and structural challenges in
the French retail market ahead.

"The rating action on NIH follows that on its parent, ELO. On March
13, 2024, we lowered our long-term rating on ELO to 'BB+' from
'BBB-' and our short-term rating to 'B' from 'A-3'. We also lowered
our issue ratings on NIH's senior unsecured notes to 'BB+', while
assigning a recovery rating of '3' (65%). We continue to view NIH
as integral to ELO's identity and future strategy, considering that
it is one of the group's three main businesses and contributes
about 25% of EBITDA. Both companies share resources and ELO notably
provides financing lines to NIH, which constituted 80% of NIH's
total debt as of December 2023. The overall performance of the
group, excluding real estate operations, suffered materially in
2023--especially in France, which represents the group's largest
market. This resulted in a deviation in credit metrics with S&P
Global Ratings-adjusted leverage (excluding Russia) at 3.4x in
2023, up from 2.7x in 2022. Furthermore, we expect the metrics to
remain above our existing thresholds over the next 12-24 months."
This is due to tough operating conditions and the recently
announced acquisition of 98 stores from competitor Casino
Guichard-Perrachon, which are currently EBITDA negative and
therefore will further drag down the group's cash flow generation.

Expectations that NIH's asset valuation will stabilize, and limited
debt recourse to fund its capital expenditure (capex) plan, should
result in adjusted leverage reverting below 45%
debt-to-debt-plus-equity in the next 12 to 24 months. NIH reported
only a slight negative revaluation in 2023, amounting to -1.5% on a
like-for-like basis. This compares favorably to peers such as
Carmila and Mercialys, who posted negative revaluations of -2.3%
and -7.0% respectively. This, including limited capex investments
of EUR321 million in 2023, the disposal of EUR107 million in
assets, and solid cash flow generation from operations of around
EUR190 million, limited the overall leverage effect of the asset
devaluation. As a result, there was a deterioration of reported
loan to value to 39.6% at year-end 2023 from 38.7% in 2022,
compared to an adjusted debt-to-debt-plus-equity of 45.5% and 44.6%
respectively. NIH's standing portfolio already boasts higher yields
than peers, standing at around 7.1% as of year-end 2023. Coupled
with a solid rental reversion of +2.3% as of year-end 2023 and
growth in the cash flow base, this should limit further negative
revaluations of NIH assets. Current exit rates at 6.44% for French
assets, 7.19% for Western European assets, and 9.09% for Eastern
European assets, should limit the effect of future potential yield
expansions also supported by expectations of cash flow growth based
on lease indexation and resilient operating performance. S&P said,
"We therefore expect adjusted debt-to-debt-plus-equity to revert
below 45% in the next 12-24 months on the back of sustained cash
flow generation and limited recourse to debt funding. Similarly, we
expect adjusted debt to EBITDA to trend toward 8.0x by year-end
2025 from 8.8x as of year-end 2023, owing to sustained rental
income growth on the back of indexation."

EBITDA interest coverage deterioration is within rating thresholds.
NIH posted a significant deterioration in its EBITDA interest
coverage ratio, decreasing to 3.2x by year-end 2023 from 4.2x in
the same period last year. This was due to higher interest rates
and a relatively high portion of variable debt (87% of gross debt
as of year-end 2023). S&P said, "We understand the company has
hedges in place to reduce the effect of interest rate movement,
with ending exposure to variable rates post hedging at about 30% of
gross debt. That said, we expect EBITDA interest coverage to
stabilize at about 2.8x-3.0x over the coming 24 months, on the back
of stabilizing long-term rates and a growing EBITDA base. Overall,
we still view the SACP of NIH to be in line with its 'BBB' real
estate peers."

S&P said, "The stable outlook reflects our expectation that the
uncertain prospects of the French retail business, combined with
the challenges and costs of integrating Casino's stores, will keep
ELO's profitability below 5.0%, FOCF negative, and leverage
(excluding the Russia operations) at 3.5x-4.0x in 2024-2025, before
any progressive improvement."

S&P could lower the rating on NIH if, over the next 12-24 months,
ELO continues to underperform our base case, particularly if:

-- Continuous deterioration in France or costs higher than
expected from the acquisition of Casino's stores result in adjusted
leverage for ELO exceeding 4.0x (excluding Russia) on a sustainable
basis;

-- The EBITDA of French retail operations turns negative; or

-- ELO's cash flow generation deteriorates further, causing
material increases in net debt and hampering the liquidity
profile.

S&P said, "Although it would not result in a downgrade, we could
negatively reassess NIH's SACP to 'bbb-' from 'bbb' if its ratio of
debt to debt plus equity fails to revert below 45%. This could
arise with more substantial capex or additional debt-funded
acquisitions, indicating a less prudent financial policy at the
subsidiary level and the potential for negative interference from
the group. It could also happen with more pronounced devaluations
than currently expected, or lower disposals than in our base case.
Moreover, we could revise down the SACP if the company's EBITDA
interest coverage ratio decreases materially to below 2.4x. This
would most likely be because of a higher interest rate environment,
higher margins on intragroup financing, or if its debt-to-EBITDA
ratio exceeded 11x on a sustained basis."

S&P could raise the rating on NIH if ELO materially overperforms
our base case, such that:

-- ELO's adjusted leverage remains well below 3.5x (excluding
Russia); and

-- ELO's adjusted EBITDA margin structurally increases above 5.0%,
driven by a fundamental improvement of the profitability of its
French retail operations.

S&P said, "We could revise upward our assessment of NIH's SACP to
'bbb+' from 'bbb' if the company's financial policy becomes more
stringent. Such that its debt-to-debt-plus-equity decreases
consistently to 35% or lower, while maintaining strong EBITDA
interest coverage above 4.0x and debt-to-EBITDA materially below
9.5x. A positive revision would also hinge on NIH outperforming its
peers. That said, such a revision of the SACP would not result in
an upgrade."


ZF INVEST: Moody's Affirms 'B3' CFR & Alters Outlook to Positive
----------------------------------------------------------------
Moody's Ratings has affirmed ZF Invest's (Prosol or the company) B3
corporate family rating and its B3-PD probability of default
rating. Moody's has also affirmed Prosol's B3 instrument rating on
the EUR1,382 million senior secured term loan B expected to be
upsized by up to EUR250 million add-on to EUR1,632 million.
Concurrently, Moody's affirmed Prosol's B3 instrument rating on the
EUR250 million senior secured revolving credit facility (RCF)
expected to be upsized by up to EUR20 million add-on to EUR270
million. The outlook has been changed to positive from stable.

The rating action reflects:

-- Prosol's strong sales growth and margin recovery in the last
twelve months (LTM) to December 2023, driven by ongoing store
openings, market share growth and positive like-for-like growth
supported by strong consumer appetite for fresh and local grocery
products.

-- The resulting improvement in key credit metrics with leverage
expected to reduce below 7.0x (below 6.0x excluding the convertible
bonds) and interest cover ratio improving above 1.5x in the next 12
to 18 months.

-- Moody's expectation that the proposed debt add-on will not be
distributed to shareholders but invested in the company for general
corporate purposes and potentially through future external growth
of the company, which would further accelerate projected
deleveraging.

-- The decision to restructure the loss making Banco Fresco banner
in Italy, which will over time improve the company's cash flows and
allow management to focus on the growth of core operations in
France.

RATINGS RATIONALE

Prosol's CFR remains supported by: (i) its exposure to the higher
growth segment of the fresh food market; (ii) its high
profitability compared with traditional grocers; and (iii) its
ability to source high quality products from local producers.

Concurrently, the company's CFR is constrained by: (i) a small size
compared with traditional grocers; (ii) its concentration in the
fresh food segment; (iii) the execution risk related to its
ambitious growth program with significant capital spending weighing
on free cash flow (FCF) generation; (iv) its geographical
concentration in France.

Prosol reported strong sales growth in the fiscal year ending
September 2023 (fiscal 2023) driven by Grand Frais (+16%) and Fresh
(+38%) banners. The growth continues to be underpinned by both new
openings and like-for-like growth of existing stores for both
banners. In fiscal 2023, the constant perimeter of Grand Frais grew
by 8% thanks to full cost inflation pass-through while maintaining
positive traffic trends. This has resulted in a significant
improvement in EBITDA with Moody's-adjusted (gross) debt/EBITDA
decreasing at 8.5x in fiscal 2023 from 12.5x in fiscal 2022 and a
further reduction to 8.1x in LTM December 2023, following a
performance above budget in the first quarter. Pro-forma the
restructuring of the Italian business, expected to be fully
concluded by June 2025, leverage is 7.7x in LTM December 2023.

Going forward, Moody's expects Prosol to grow in the high
single-digit range in the next two to three years, sustained by the
new openings and ramp-up of Grand Frais and Fresh stores. The
agency expects EBITDA margin to continue to improve mainly thanks
to the ramp up of Fresh and Monmarché.fr. Based on those
considerations, the agency forecasts that Moody's-adjusted (gross)
debt/EBITDA will decrease to below 7x in the next 12-18 months
driven by EBITDA growth. Moody's notes that, if the proceeds from
the proposed add-on are used for bolt-on M&A, this would further
accelerate deleveraging below 7.0x.

LIQUIDITY

Moody's considers Prosol's liquidity to be adequate. Liquidity is
supported by a cash balance of EUR225 million as of February 2024
pro forma for the proposed transaction, as well as access to an
upsized EUR270 million RCF expected to be fully undrawn at closing.
Prosol's liquidity is also supported by Moody's expectations of
positive FCF. In 2024, FCF is expected to be around EUR50 million.
This takes into account the restructuring of Banco Fresco which is
expected to lead to a restructuring cash outflow of around EUR35
million in the next two years. Beyond that, Moody's expects FCF to
improve to around EUR150 million per year, even with around EUR80
million of capital expenditures linked with the openings of around
30 stores per year. There is no significant debt maturity prior to
the RCF in January 2028.

The RCF is subject to a leverage covenant which is tested if
outstanding borrowings under the RCF are equal to, or greater than,
40% of the overall size of the facility. Moody's expects Prosol to
maintain a good headroom under this covenant.

STRUCTURAL CONSIDERATIONS

Pro-forma the add-on transaction, the senior secured term loan B
and the senior secured RCF raised by ZF Invest are rated B3, in
line with the CFR. This reflects the pari passu ranking of the
capital structure and the presence of upstream guarantees from
material subsidiaries of the group. The outstanding EUR223 million
convertible bonds are fully subordinated to the senior secured
debt. The B3-PD PDR, in line with the CFR, reflects Moody's
assumption of a 50% recovery rate as is customary for capital
structures with bank debt and a covenant-lite structure.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects the improving trajectory of the
company's key credit metrics over the next 12 to 18 months, driven
by the strong growth of its core business, with leverage expected
to reduce below 7.0x and interest cover ratio to improve above
1.5x. The positive outlook also reflects Moody's expectation that
the proceeds from the proposed add-on will be invested in external
growth, further contributing to the company's deleveraging and that
FCF will improve beyond 2024, after the restructuring of the loss
making Italian business.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward pressure on the ratings could arise if Moody's-adjusted
(gross) debt/EBITDA decreases sustainably below 7.0x,
(Moody's-adjusted EBITDA-capex)/interest expense increases above
1.5x and Moody's-adjusted FCF/debt continues to increase towards
5%. An upgrade would also be conditional on the company maintaining
a financial policy targeted at deleveraging with no debt-funded
shareholder distributions.

The outlook could be changed to stable if the expected growth does
not materialize within the next 12 to 18 months.

Downward pressure on the ratings could arise if Prosol's
profitability and free cash flow generation fail to improve, if
Moody's-adjusted (EBITDA-capex)/interest expense goes below 1.0x or
if leverage remains above 8x. Moody's could also consider
downgrading the ratings if there is a material financial
underperformance among Grand Frais' partners that leads to a
disruption in footfall at Grand Frais stores.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail and
Apparel published in November 2023.

COMPANY PROFILE

Headquartered in Chaponnay, France, Prosol is the largest member of
the Grand Frais group, a store network focused on fresh quality
products. Each Grand Frais store is 1,000 square meters large and
sells five different types of products: fruit and vegetable, fish
and dairy, which are managed by Prosol and meat and grocery
products, which are managed by third parties.

Prosol controls 50% of the Grand Frais group and the remainder is
equally split between two private companies, Euro Ethnic Foods  
and Despinasse. Prosol generated EUR3.1 billion revenue in fiscal
2023 and had 355 stores as of September 30, 2023. Prosol owns also
Fresh, a network of 43 proximity stores as of September 30, 2023
which is complementary to Grand Frais and is managed independently
from it. Each Fresh store is around 500 square meters and sells
fresh products.

The company is managed by an experienced team led by Herve Vallat,
the CEO, who joined the company in 2014 and Pierre Leverger, the
CFO, who joined Prosol in 2018. Prosol's majority shareholder is
Ardian, a global private equity company.


ZF INVEST: S&P Affirms 'B-' ICR & Alters Outlook to Positive
------------------------------------------------------------
S&P Global Ratings revised its outlook on France-based fresh food
retailer ZF Invest to positive from stable and affirmed its 'B-'
ratings on the company and its first-lien term loan B (TLB) due
2028, expected to increase to EUR1.632 billion after the
transaction. S&P is also assigning a 'B-' issue rating to the
EUR250 million TLB add-on, in line with existing TLB.

The positive outlook indicates that S&P could raise the ratings if
ZF Invest continues to deliver solid revenue and earnings growth,
with EBITDA margins improving to 9%-10% in 2024-2025, leading to
deleveraging toward 7.5x in fiscal 2024 and 6.5x in fiscal 2025
(including shareholder loans).

The positive outlook reflects ZF Invest's strong performance in a
difficult market. For fiscal 2023, ZF Invest posted robust revenue
growth of 21.7% compared to the same period in fiscal 2022. This
stemmed from rapid store openings, but S&P notes its 8.1%
like-for-like growth far exceeded that of the French market
overall. This strong performance, in its view, reflects ZF Invest's
long-standing relationships with suppliers, efficient in-house food
processing and logistics, the differentiated experience provided to
customers in stores, and successful marketing campaigns, which help
sustain high traffic growth. Furthermore, the group continues to
adapt its strategy to inflation by passing cost increases to
customers, while capitalizing on its commercial agility and
expansion strategy with 31 store openings in 2023.

Profitability recovered in fiscal 2023, with adjusted EBITDA of
EUR252 million translating into an an adjusted EBITDA margin of
8.2% up from 6.8% in fiscal 2022. This reflects ZF Invest's
normalizing pricing policy. The group had deliberately waited to
pass on inflation-led cost increases to customers. The catchup in
prices has not materially eroded traffic or volumes, indicating the
group's strong resilience. S&P expects such trends to continue in
2024, with revenue increasing by 15.5%. Store openings, an
efficient pricing strategy, focusing on the Grand Frais and Fresh
banners, as well as strong brand recognition, will likely translate
into constant market share gains, estimated at 4.4% in the first
quarter of fiscal 2024. Adjusted EBITDA margins should continue
rising to reach 9.0%-9.5% notably driven by improving profitability
of the Fresh concept and MonMarche. Margins should increase further
to 10.0%-10.5% in 2025-2026, after restructuring of the loss-making
Italian operations although exceptional related costs will weigh on
the margin this year.

S&P said, "We anticipate positive free operating cash flow (FOCF)
after leases over 2024-2026 as profitability strengthens. ZF
Invest's FOCF after lease payments increased significantly to
EUR67.5 million in fiscal 2023 from negative EUR97 million on the
back of EBITDA improvement, a positive working capital change, and
lower growth capital expenditure (capex). In fiscal 2024, we expect
FOCF after lease payments to drop to about EUR35 million, due to
limited, although positive changes in working capital and
increasing expansionary capex. From fiscal 2025, we expect ZF
Invest will generate FOCF after lease payments in excess of EUR90
million. Therefore, we believe that sustainably positive FOCF will
strengthen the company's liquidity buffer, although constrained by
structurally high cash interest of about EUR70 million per year.

"The TLB add-on of up to EUR250 million does not materially alter
our view of the group's deleveraging trajectory and will strengthen
liquidity. ZF Invest plans to issue a TLB add-on of up to EUR250
million and use the proceeds to repay EUR70 million of RCF
drawings, finance transaction fees, and increase the cash on its
balance sheet. This incremental issuance will bring the group's
total S&P Global Ratings-adjusted debt to about EUR2.4 billion
(including shareholder loans). Considering the group's robust
EBITDA buildup in 2023, we expect the group's leverage pro forma
the transaction will be about 7.5x in fiscal 2024 and 6.5x in
fiscal 2025 (both including shareholder loans), which is more or
less in line with our previous base case. Excluding the shareholder
loans, we expect our adjusted debt-to-EBITDA ratio for ZF Invest
will decrease toward 6.7x in fiscal 2024, and to 5.7x in fiscal
2025. That said, we believe the large amount of debt leaves limited
financial flexibility for ZF Invest to absorb additional short-term
setbacks in an environment characterized by operational challenges
and high demand volatility.

"We still view the financial policy as relatively aggressive, given
high gross debt and elevated investments in a volatile environment.
We believe that, as in the past, the group's fundraising could fuel
small opportunistic acquisitions or store expansion. In our view,
the group's operations are at a turning point, with FOCF set to
turn structurally positive, even after expansion capex. However,
the group's pricing policy and acquisitive strategy in previous
years have translated into higher-than-expected leverage, resulting
in our current 'B-' rating.

"The positive outlook reflects our view that ZF Invest will
continue to deliver solid revenue and earnings growth, while
improving EBITDA margins to 9%-10% in 2024-2025. Under our base
case, we expect the group's leverage will decrease toward 7.5x in
fiscal 2024 and 6.5x in fiscal 2025, including shareholder loans.

"Excluding the shareholder loans, we expect our adjusted debt to
EBITDA ratio for the group will decrease toward 6.75x in fiscal
2024, and 5.7x in fiscal 2025. We also expect the group will
maintain positive FOCF after leases and adequate liquidity.

"We could raise the ratings if, thanks to stronger-than-expected
EBITDA and FOCF, ZF Invest's S&P Global Ratings-adjusted debt to
EBITDA falls sustainably below 8.0x (or 7.0x excluding the
shareholder loans) and FOCF turns substantially positive.

"We could lower the rating if the group cannot execute its growth
strategy or its operating performance remains subdued, leading to
structurally weaker EBITDA, such that the capital structure becomes
unsustainable.

"We could also lower the rating if cash flow generation is
significantly weaker than expected, putting the company's liquidity
at risk or eroding covenant headroom.

"Governance factors are a moderately negative consideration in our
credit rating analysis of ZF Invest, as is the case for most rated
entities owned by private-equity sponsors. We believe the company's
highly leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects sponsors' generally finite asset holding
periods and focus on maximizing shareholder returns."




=============
G E R M A N Y
=============

BRANICKS GROUP: S&P Downgrades LT ICR to 'CCC', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
German landlord Branicks Group AG (Branicks) and its senior
unsecured debt to 'CCC' from 'CCC+'. S&P's recovery rating on the
senior unsecured debt remains unchanged at '3'.

S&P said, "The negative outlook reflects our view that Branicks
might not secure sufficient liquidity--for example through asset
disposals--to address its new debt maturities related to the
renegotiated bridge loan and promissory notes. The company might
also pursue a debt restructuring that we could view as tantamount
to a default over the next 12 months. The negative outlook also
reflects the risk that the anticipated StaRUG process will not be
successful or closed in time."

On March 5, 2024, Branicks announced that negotiations for a
maturity extension of the EUR225 million SSD due in 2024, will
proceed under the StaRUG application, subject to approval by the
Frankfurt court. The restructuring process aims to extend the
maturities of the SSD due in 2024 under the StaRUG framework. The
latter allows the company to implement a bulk single extension of
maturities for the SSD instruments, with at least 75% acceptance
threshold from holders. S&P said, "We understand that Branicks
intends to secure the transaction with this process, and that a
court decision will be reached by the end of March, just ahead of
the first SSD maturity of around EUR73.5 million, due March 28,
2024. We currently anticipate the procedure to conclude positively
for the company just before this date, while we understand that a
potential extension of the bridge loan maturity is subject to a
successful negotiation with the promissory note holders and
approval by the Frankfurt court. We also note that the company has
postponed the publication of its consolidated financial statements
for fiscal year 2023 to April 30, and we expect it will ensure
timely publication in compliance with any regulatory or documentary
requirements."

S&P said, "While we see the maturity extension of the promissory
notes as less than the original inputted promise, we do not view it
as a default under our criteria.This reflects our view of an
expected adequate compensation for lenders, particularly
considering the SSDs' bilateral and unlisted financial contracts,
historically yielding lower than other financing notes traded in
capital markets, and the restructuring taking place at par value.
While our base case assumes a successful extension of the bridge
loan and SSDs, we believe Branicks will have only limited
additional time to solve future debt maturities and still depends
heavily on the execution of its disposal program this year. While
not our base case, an unsuccessful outcome of the StaRUG
process--for example due to the acceptance of promissory
noteholders below 75% or an administrative delay by the
court—would increase the likelihood of a conventional default.

"Branicks remains highly dependent on asset disposals in the short
term, with tight covenant headroom. We estimate that Branicks will
need to raise net cash inflows of EUR300 million-EUR400 million
over the next 12-15 months to serve short-to-near-term debt
maturities and increase its headroom under its interest coverage
ratio maintenance covenant (minimum 1.8x). Ongoing renegotiations
will also increase funding costs, putting additional pressure on
this maintenance covenant, which we estimate at around 2.0x as of
December 2023. While we expect very tight headroom to continue this
year, we do not anticipate a covenant breach. A covenant breach
would lead to an event of default under the company's bond
documentation, leaving bondholders with an acceleration right in
such a scenario that could eventually exacerbate liquidity risks.

"We lowered to 'CCC' our issue ratings on Branicks' senior
unsecured debt.The issue rating on the senior unsecured debt
remains in line with the issuer credit rating. Our recovery rating
on Branicks' debt remains unchanged at '3', indicating our
expectation of a 50%-70% recovery (rounded estimate: 55%) in the
event of a hypothetical payment default.

"The negative outlook reflects our view that Branicks might not
secure sufficient liquidity--for example through asset
disposals--to address its new debt maturities related to the
renegotiated bridge loan and promissory notes. The company might
also pursue a debt restructuring that we could view as tantamount
to a default over the next 12 months. The negative outlook also
reflects the risk that the anticipated StaRUG process will not
succeed or close on time, or that Branicks might fail to publish
its consolidated 2023 financial statements on time, risking
noncompliance with regulatory or documentary requirements."

S&P could lower the rating if:

-- The company failed to address its successfully negotiated new
debt maturities on the bridge loan, or the promissory notes, with
disposal proceeds as planned; or

-- S&P believes that a breach of financial covenants is
unavoidable; or

-- The StaRUG process is not successful, with a conventional
default becoming more likely.

S&P could take a positive action if the company successfully
proceeds with its disposal plan to pay down any upcoming debt
maturities, including the bridge loan and promissory notes, and
improves its liquidity position such that immediate near-term
ratings pressure is alleviated. Rating upside would also hinge on
increased headroom under the financial covenants.


FORTUNA CONSUMER 2023-1: DBRS Confirms CCC Rating on Class F Notes
------------------------------------------------------------------
DBRS Ratings GmbH confirmed its credit ratings on the notes issued
by Fortuna Consumer Loan ABS 2023-1 Designated Activity Company
(the Issuer) as follows:

-- Class A Notes confirmed at AAA (sf)
-- Class B Notes confirmed at AA (sf)
-- Class C Notes confirmed at A (high) (sf)
-- Class D Notes confirmed at BBB (high) (sf)
-- Class E Notes confirmed at BB (high) (sf)
-- Class F Notes confirmed at CCC (sf)

Morningstar DBRS also discontinued its CCC (sf) credit rating on
the Class F Notes at the Issuer's request.

The credit ratings on the Class A and Class B Notes address the
timely payment of scheduled interest and the ultimate repayment of
principal by the legal final maturity date in September 2032. The
credit ratings on the Class C, Class D, and Class E Notes address
the ultimate payment of interest (timely when most senior) and the
ultimate repayment of principal by the legal final maturity date.

CREDIT RATING RATIONALE

The confirmations follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance, in terms of delinquencies, defaults, and
losses, as of the February 2024 payment date;

-- Updated probability of default (PD), loss given default (LGD),
and expected loss assumptions for the aggregate collateral pool;
and

-- Current available credit enhancement to rated notes to cover
the expected losses at their respective credit rating levels.

The transaction is a securitization backed by a portfolio of
fixed-rate, unsecured, and amortizing consumer loans brokered
through auxmoney GmbH (auxmoney) in co-operation with
Süd-West-Kreditbank Finanzierung GmbH, granted to individuals
domiciled in Germany and serviced by CreditConnect GmbH, a fully
owned subsidiary of auxmoney. The transaction closed in March 2023
with an initial collateral portfolio of EUR 350.0 million. The
transaction includes a revolving period of 12 months, scheduled to
end on the March 2024 payment date.

PORTFOLIO PERFORMANCE

As of the February 2024 payment date, loans that were in dunning
levels 1 and 2 represented 3.9% and 1.1% of the outstanding
collateral balance, respectively, while loans that were in dunning
levels 3 and 4 represented 1.2%. Gross cumulative defaults amounted
to 3.8% of the aggregate portfolio initial balance, 33.0% of which
has been recovered to date.

PORTFOLIO ASSUMPTIONS AND KEY DRIVERS

Morningstar DBRS updated its base case PD assumption to 12.8% and
maintained its LGD assumption at 72.5%, based on its loan-by-loan
analysis on the remaining pool of receivables.

CREDIT ENHANCEMENT

The subordination of the respective junior obligations provides
credit enhancement to the rated notes.

As of the February 2024 payment date, credit enhancement to the
Class A, Class B, Class C, Class D, Class E, and Class F Notes was
44.0%, 30.0%, 20.0%, 13.0%, 8.0%, and 5.0%, respectively, unchanged
since Morningstar DBRS' initial credit ratings due to the revolving
period.

The transaction benefits from liquidity support provided by an
amortizing cash reserve, available only if the interest and
principal collections are not sufficient to cover the shortfalls in
senior expenses, interests on the Class A Notes and, if not
deferred, the interest payments on other classes of rated notes.
After the end of the revolving period, it amortizes subject to a
target required amount, which is the higher of 1.7% of the
outstanding balance of the rated notes and the floor level of EUR
2.49 million. As of the February 2024 payment date, the reserve was
at its target balance of EUR 5.65 million.

Citibank Europe plc acts as the account bank for the transaction.
Based on Morningstar DBRS' Long-Term Issuer Rating of AA (low) on
Citibank Europe plc, the downgrade provisions outlined in the
transaction documents, and structural mitigants inherent in the
transaction structures, Morningstar DBRS considers the risk arising
from the exposure to the account bank to be consistent with the
credit ratings assigned to the notes, as described in Morningstar
DBRS' "Legal Criteria for European Structured Finance Transactions"
methodology.

BNP Paribas SA (BNP) acts as the hedging counterparty in the
transaction. Morningstar DBRS' public Long Term Critical
Obligations Rating of AA (high) on BNP is consistent with the first
rating threshold as described in Morningstar DBRS' "Derivative
Criteria for European Structured Finance Transactions"
methodology.

Morningstar DBRS' credit ratings on the rated notes address the
credit risk associated with the identified financial obligations in
accordance with the relevant transaction documents.

Morningstar DBRS' credit ratings do not address nonpayment risk
associated with contractual payment obligations contemplated in the
applicable transaction documents that are not financial
obligations.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

Notes: All figures are in euros unless otherwise noted.


TK ELEVATOR: Fitch Rates New Sr. Secured Debt 'B+'
---------------------------------------------------
Fitch Ratings has assigned TK Elevator Holdco GmbH's (TKE) proposed
senior secured (SS) debt a rating of 'B+' with a Recovery Rating of
'RR3'. It has also affirmed TKE's Long-Term Issuer Default Rating
(IDR) at 'B' with a Negative Outlook.

The SS debt rating reflects the proposed amend-and-extend (A&E) of
SS term loan B (TLB) raised by TK Elevator U.S. Newco Inc. and TK
Elevator Midco GmbH with an increase up to an equivalent EUR2.7
billion and a maturity extension to 2030. TK Elevator Midco GmbH
also plans to raise a new SS TLB of EUR500 million with a maturity
in 2030. The existing credit terms and conditions remain relevant
for both transactions except for maturities, which are subject to
the extension of TKE's senior unsecured notes (SUNs) due in 2028,
both issued by TKE.

The proceeds will be used to redeem privately placed SUNs of EUR45
million and USD600 million, both due in 2028.

The affirmation and Negative Outlook reflect Fitch's view that
TKE's free cash flow (FCF) margins will remain slightly below their
downgrade sensitivity of 2% until the financial year to September
2025 (FYE25) and gross leverage slightly above its negative
sensitivity of 7.5x at FYE24.

KEY RATING DRIVERS

Delayed FCF Recovery: TKE's FCF margins will remain negative and
below its negative sensitivity of 2% until FY25, which is two years
later than previously expected, due to additional restructuring
costs. The FCF margin will likely recover to around 2.5% beyond
FY25, supported by a rise in underlying earnings, low capex
requirements, no dividend payments and declining restructuring
costs. The proposed transaction will generate some interest
savings, albeit with limited impact on the margin trajectory
compared with its previous expectations.

Deleveraging in Progress: Fitch forecasts leverage improvement in
the short-to-medium term on growing EBITDA and FCF generation.
Fitch sees larger reduction in leverage in FY24 and beyond by
around 0.4x, relative to its prior rating case, reflecting TKE's
manufacturing restructuring measures in Germany. Its latest rating
case forecasts Fitch-calculated EBITDA gross leverage of 7.6x and
7.1x at FYE24 and FYE25, respectively, versus its negative rating
sensitivity of 7.5x.

High Leverage Profile: TKE has had high leverage for a 'B' rating
since its spin-off from thyssenkrupp AG in mid-2020. Fitch believes
this ratio will remain high through the medium term versus
similarly rated peers'. Fitch-calculated EBITDA gross leverage was
8.1x at FYE23, and will remain around 7.0x until FYE26.
Deleveraging to below 7.0x is partly constrained by the usage of
factoring, despite steady growth in earnings and its expectations
for gradual repayment of its outstanding revolving credit facility
(RCF). The proposed A&E and new SS TLB are leverage-neutral for
TKE.

EBITDA Margin Drivers: Fitch expects TKE's manufacturing
restructuring in Germany - currently in progress - and higher
pricing for its existing order backlog across all business lines
(achieved through bidding and/or indexation clauses) to improve
EBITDA margins. The restructuring is a new driver for the rating
case, which Fitch believes will improve Fitch-adjusted EBITDA
margin to 13.4% by FYE25, slightly higher than its prior rating
case, while considering normalisation of some input prices and
likely weaker pricing power.

Fitch views a successful turnaround of the German manufacturing
driven by a product-mix shift towards the EOX elevator model, and
more lean production with much lower human capital, as critical for
deleveraging.

Good Market Position: TKE's position, scale and broad service
network give it an advantage over many competitors, while its
global footprint aids in streamlining its cost structure. TKE is
number four globally in the elevator industry, with a market share
of around 13%. About two-thirds of the global market are dominated
by four companies.

Limited Business Profile: TKE's business profile is constrained by
its narrow product range and end-customer exposure, relative to
many other diversified industrials companies'. The company makes
and services elevators and is partly dependent on property
construction cycles. This is offset by TKE's strong maintenance
business that is resilient to economic cycles and the good
geographic diversification of its business, which limits the effect
of the cyclicality in the property sector.

DERIVATION SUMMARY

TKE's cash flow has been lower than that of direct peers such as
OTIS Worldwide Corporation, Schindler Holding Limited and KONE Oyj,
which benefit from a more streamlined cost structure. Other
high-yield diversified industrials issuers such as INNIO Group
Holding GmbH (B/Positive) and Ammega Group B.V. (B-/Stable) - which
like TKE, specialise in a fairly narrow range of products - have
also demonstrated greater cash flow generation.

TKE's gross leverage is also weaker than most similarly rated
peers' over the medium term, despite Fitch's expectations of
deleveraging. Similarly rated INNIO has Fitch-estimated leverage of
around 5.0x for 2023-2024, while Fitch forecasts lower-rated
Ammega's to fall to 6.3x in 2024, from an estimated 6.9x in 2023.
However, TKE has a superior business profile than these peers, with
much greater scale and global diversification and a stronger market
position. It is also less vulnerable to economic cycles and shocks,
as demonstrated during the recent downturn.

KEY ASSUMPTIONS

- Revenue to increase 3.0% in FY24, 2.2% in FY25, and 2.8% in FY26

- EBITDA margin improving to 13.3% in FY24 and 13.4% in FY25,
around which it will stabilise in FY26 on cost-cutting measures and
price increases

- Higher capex at 2.4% of revenue in FY24 due to EOX project
implementation and falling to around 1.6% in FY25-FY27

- No dividend payments

- RCF repayment by FYE26

RECOVERY ANALYSIS

Fitch's recovery analysis follows the agency's bespoke analysis for
issuers in the 'B+' and below with a going-concern (GC) valuation
yielding higher realisable values in distress than liquidation.
This reflects the globally concentrated market of elevator
manufacturers, where the top four companies have an almost 70%
total market share. TKE holds the number four position, with a
robust business profile with sustainable cash flow generation
capacity, a defendable market position and products that are
strongly positioned on the global market.

Fitch assumes a GC EBITDA of around EUR840 million would result in
marginally but persistently negative FCF, effectively representing
a post-distress cash flow proxy for the business to remain a GC. In
this scenario, TKE depletes internal cash reserves, due to less
favourable contractual terms with customers, to facilitate
rebuilding its order book post-restructuring.

Fitch applies a 6.0x distressed enterprise value/EBITDA multiple,
leading to a total estimated enterprise value of EUR5.0 billion.
This reflects TKE's leading market position, high recurring revenue
base and international manufacturing and distribution
diversification.

Fitch views factoring as super senior financial debt, and therefore
ranks it ahead of SS debt. Fitch assumes its EUR992 million RCF is
fully drawn in distress while its local facility of EUR335 million
is excluded from the waterfall analysis as it is
cash-collateralised.

After taking into account the proposed A&E and new SS TLB its
waterfall analysis generated a ranked recovery in the 'RR3' band,
indicating a 'B+' instrument rating, one notch higher than the IDR,
for the SS loans and notes totalling EUR7.4 billion issued by TK
Elevator Midco GmbH and TK Elevator U.S. Inc. This followed a
deduction of 10% for administrative claims and, after considering
the priority of factoring, total SS debt of EUR8.4 billion and
senior unsecured debt of EUR947 million. The waterfall analysis
output percentage on current metrics and assumptions was 51%.

Using the same assumptions, its waterfall analysis output for the
EUR947 million SUNs issued by TK Elevator Holdco GmbH generated a
ranked recovery in the 'RR6' band, indicating an instrument rating
of 'CCC+'. The waterfall analysis output percentage on current
metrics and assumptions was zero.

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

- EBITDA leverage below 6x

- FCF margin above 3%

- EBITDA interest coverage above 3x

Factors That Could, Individually or Collectively, Lead to
Downgrade:

- EBITDA leverage above 7.5x by FYE25 with a lack of momentum in
deleveraging to FY25

- EBITDA margin below 12%

- FCF margin below 2%

- EBITDA interest coverage below 2x

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: TKE had around EUR635 million of reported
cash and short-term financial investments at end-2023, 1% of which
Fitch treats as restricted for intra-year operating needs. Its
EUR992 million RCF maturing in 2027 was drawn down to EUR238
million.

Fitch assesses TKE's liquidity position as comfortable over the
forecast period, based on its expected remaining undrawn RCF,
despite a forecast negative FCF margin of 1.7% in FY24. Fitch
forecasts FCF margins of 1.9%-2.6% in FY25-FY26, supported by a
light capex business model, no further restructuring costs and lack
of dividend payments.

Long-Dated Debt Structure: TKE has a long-term debt maturity
schedule, with SS debt maturing in mid-2027, while its SUNs mature
in mid-2028. The proposed A&E and new SS TLB will extend some of
the 2027 debt maturities to 2030, and redeem some of the 2028 debt.
The remaining debt maturities are distant; however, Fitch believes
the company's financial flexibility remains weak due to high bullet
refinancing risk, lower coverage ratios and still high leverage.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt            Rating           Recovery   Prior
   -----------            ------           --------   -----
TK Elevator
Holdco GmbH         LT IDR B    Affirmed              B

   senior
   unsecured        LT     CCC+ Affirmed     RR6      CCC+

TK Elevator
U.S. Newco, Inc.

   senior secured   LT     B+   Affirmed     RR3      B+

TK Elevator
Midco GmbH

   senior secured   LT     B+   New Rating   RR3

   senior secured   LT     B+   Affirmed     RR3      B+




=============
I R E L A N D
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BILBAO CLO I: Moody's Affirms B2 Rating on EUR12MM Class E Notes
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Bilbao CLO I Designated Activity Company:

EUR28,500,000 Class A-2A Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Dec 7, 2022 Upgraded to
Aa1 (sf)

EUR10,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2031,
Upgraded to Aaa (sf); previously on Dec 7, 2022 Upgraded to Aa1
(sf)

EUR27,000,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa2 (sf); previously on Dec 7, 2022
Upgraded to A1 (sf)

EUR21,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A3 (sf); previously on Dec 7, 2022
Affirmed Baa2 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR206,000,000 (Current outstanding amount EUR154,491,684) Class
A-1A Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Dec 7, 2022 Affirmed Aaa (sf)

EUR30,000,000 (Current outstanding amount EUR22,498,789) Class
A-1B Senior Secured Fixed Rate Notes due 2031, Affirmed Aaa (sf);
previously on Dec 7, 2022 Affirmed Aaa (sf)

EUR9,000,000 Class A-1C Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Dec 7, 2022 Affirmed Aaa
(sf)

EUR28,500,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Dec 7, 2022
Affirmed Ba2 (sf)

EUR12,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Dec 7, 2022
Affirmed B2 (sf)

Bilbao CLO I Designated Activity Company, issued in June 2018, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured/mezzanine European loans. The
portfolio is managed by Guggenheim Partners Europe Limited. The
transaction's reinvestment period ended in September 2022.

RATINGS RATIONALE

The rating upgrades on the Class A-2A, A-2B, B and C notes are
primarily a result of the deleveraging of the senior notes
following amortisation of the underlying portfolio since the
payment date in April 2023.

The affirmations on the ratings on the Class A-1A, A-1B, A-1C, D
and E notes are primarily a result of the expected losses on the
notes remaining consistent with their current rating levels, after
taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.

The Class A-1A and A-1B notes have paid down by approximately
EUR58.1 million (approximately 25% of the initial balance) in the
last 12 months. As a result of the deleveraging,
over-collateralisation (OC) has increased across the capital
structure. According to the trustee report dated February 2024 [1]
the Class A, Class B, Class C, Class D and Class E OC ratios are
reported at 150.77%, 134.58%, 124.21%, 112.45% and 108.14% compared
to April 2023 [2] levels of 141.19%, 128.91%, 120.74%, 111.18% and
107.60%, respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR338.5 million

Diversity Score: 39

Weighted Average Rating Factor (WARF): 2908

Weighted Average Life (WAL): 3.55 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.59%

Weighted Average Coupon (WAC): 4.13%

Weighted Average Recovery Rate (WARR): 44.19%

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


BLACKROCK EUROPEAN VII: Moody's Affirms B2 Rating on Class F Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by BlackRock European CLO VII Designated Activity Company:

EUR30,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Jun 19, 2023 Upgraded to
Aa1 (sf)

EUR18,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2031, Upgraded to Aaa (sf); previously on Jun 19, 2023 Upgraded to
Aa1 (sf)

EUR7,000,000 Class C-1-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa3 (sf); previously on Jun 19, 2023
Upgraded to A1 (sf)

EUR20,000,000 Class C-2-R Senior Secured Deferrable Fixed Rate
Notes due 2031, Upgraded to Aa3 (sf); previously on Jun 19, 2023
Upgraded to A1 (sf)

EUR23,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa1 (sf); previously on Jun 19, 2023
Upgraded to Baa2 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR240,000,000 (Current outstanding amount EUR235,565,798) Class
A-R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Jun 19, 2023 Affirmed Aaa (sf)

EUR22,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Jun 19, 2023
Affirmed Ba2 (sf)

EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Jun 19, 2023
Affirmed B2 (sf)

BlackRock European CLO VII Designated Activity Company, issued in
December 2018 and subsequently refinanced in March 2021, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured/mezzanine European loans. The
portfolio is managed by Blackrock Investment Management (UK)
Limited. The transaction's reinvestment period ended in July 2023.

RATINGS RATIONALE

The rating upgrades on the Classes B-1-R, B-2-R, C-1-R, C-2-R and
D-R notes are primarily a result of a shorter weighted average life
of the portfolio which reduces the time the rated notes are exposed
to the credit risk of the underlying portfolio and the ongoing
strong performance of the key credit metrics of the underlying pool
since the last rating action in June 2023.

The affirmations on the ratings on the Classes A-R, E and F notes
are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile and
higher spread levels than it had assumed at the last rating action
in June 2023.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR384.98m

Defaulted Securities: EUR11.84m

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2856

Weighted Average Life (WAL): 3.91 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.98%

Weighted Average Coupon (WAC): 3.58%

Weighted Average Recovery Rate (WARR): 43.34%

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels.  Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


CARLYLE EURO 2018-1: Moody's Cuts EUR12.75MM E Notes Rating to B2
-----------------------------------------------------------------
Moody's Ratings has taken a variety of rating actions on the
following notes issued by Carlyle Euro CLO 2018-1 DAC:

EUR36,750,000 Class A-2-A Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Nov 7, 2022 Upgraded to
Aa1 (sf)

EUR30,000,000 Class A-2-B Senior Secured Fixed Rate Notes due
2031, Upgraded to Aaa (sf); previously on Nov 7, 2022 Upgraded to
Aa1 (sf)

EUR 28,500,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa3 (sf); previously on Nov 7, 2022
Affirmed A2 (sf)

EUR22,500,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa1 (sf); previously on Nov 7, 2022
Affirmed Baa2 (sf)

EUR12,750,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Downgraded to B2 (sf); previously on Nov 7, 2022
Affirmed B1 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR240,950,000 (Current outstanding amount EUR175,871,390) Class
A-1 Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Nov 7, 2022 Affirmed Aaa (sf)

EUR22,100,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Nov 7, 2022
Affirmed Ba2 (sf)

Carlyle Euro CLO 2018-1 DAC, issued in April 2018, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by CELF Advisors LLP. The transaction's reinvestment period
ended in October 2022.

RATINGS RATIONALE

The rating upgrades on the Class A-2-A, Class A-2-B, Class B and
Class C notes are primarily of the shorter weighted average life of
the portfolio which reduces the time these rated notes are exposed
to the credit risk of the underlying portfolio.

The rating downgrade on the Class E notes is primarily a result of
the shorter weighted average life of the portfolio which leads to
reduced time for excess spread to cover shortfalls caused by future
defaults.

The affirmations on the ratings on the Class A-1 and Class D notes
are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR338,232,904

Defaulted Securities: EUR9,941,315

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2914

Weighted Average Life (WAL): 3.37 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.73%

Weighted Average Coupon (WAC): 4.135%

Weighted Average Recovery Rate (WARR): 43.9%

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


CARLYLE GLOBAL 2014-3: Moody's Affirms B2 Rating on Cl. E-R Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Carlyle Global Market Strategies Euro CLO 2014-3
Designated Activity Company:

EUR22,000,000 Class A-2A-R Senior Secured Floating Rate Notes due
2032, Upgraded to Aaa (sf); previously on May 10, 2022 Upgraded to
Aa1 (sf)

EUR20,000,000 Class A-2B-R Senior Secured Fixed Rate Notes due
2032, Upgraded to Aaa (sf); previously on May 10, 2022 Upgraded to
Aa1 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR265,750,000 (Current outstanding amount EUR246,732,707.46)
Class A-1A-R Senior Secured Floating Rate Notes due 2032, Affirmed
Aaa (sf); previously on May 10, 2022 Affirmed Aaa (sf)

EUR5,250,000 (Current outstanding amount EUR4,874,305.62) Class
A-1B-R Senior Secured Fixed Rate Notes due 2032, Affirmed Aaa (sf);
previously on May 10, 2022 Affirmed Aaa (sf)

EUR26,000,000 Class B-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Aa3 (sf); previously on May 10, 2022
Upgraded to Aa3 (sf)

EUR22,500,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Baa1 (sf); previously on May 10, 2022
Upgraded to Baa1 (sf)

EUR32,500,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on May 10, 2022
Affirmed Ba2 (sf)

EUR13,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B2 (sf); previously on May 10, 2022
Affirmed B2 (sf)

Carlyle Global Market Strategies Euro CLO 2014-3 Designated
Activity Company, issued in October 2014 and reset in January 2018,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by CELF Advisors LLP. The transaction's reinvestment period
ended in July 2022.

RATINGS RATIONALE

The rating upgrades on the Class A-2A-R notes and the Class A-2B-R
notes are primarily a result of the benefit of the shorter weighted
average life of the portfolio which reduces the time these rated
notes are exposed to the credit risk of the underlying portfolio.

The affirmations on the ratings on the Class A-1A-R, Class A-1B-R,
Class B-R, Class C-R, Class D-R and Class E-R notes are primarily a
result of the expected losses on the notes remaining consistent
with their current rating levels, after taking into account the
CLO's latest portfolio, its relevant structural features and its
actual over-collateralisation ratios.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR383.5m

Defaulted Securities: EUR9.7m

Diversity Score: 50

Weighted Average Rating Factor (WARF): 2975

Weighted Average Life (WAL): 3.72 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.94%

Weighted Average Coupon (WAC): 4.46%

Weighted Average Recovery Rate (WARR): 44.68%

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations methodology"
published in December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


CROSS OCEAN IX: Fitch Assigns 'B-(EXP)sf' Rating on Class F Bonds
-----------------------------------------------------------------
Fitch Ratings has assigned Cross Ocean Bosphorus CLO IX DAC
expected ratings. The assignment of final ratings is contingent on
the receipt of final documentation conforming to information
already reviewed.

   Entity/Debt                Rating           
   -----------                ------           
Cross Ocean Bosphorus
CLO IX DAC

   Class A XS2760670369   LT AAA(EXP)sf  Expected Rating

   Class B XS2760673389   LT AA(EXP)sf   Expected Rating

   Class C XS2760674601   LT A(EXP)sf    Expected Rating

   Class D XS2760677539   LT BBB-(EXP)sf Expected Rating

   Class E XS2760684584   LT BB-(EXP)sf  Expected Rating

   Class F XS2760729868   LT B-(EXP)sf   Expected Rating

   Subordinated Notes
   XS2760731252           LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Cross Ocean Bosphorus CLO IX DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds will be used to purchase a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
Cross Ocean Adviser LLP. The collateralised loan obligation (CLO)
has a five-year reinvestment period and a nine-year weighted
average life test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.6.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise of senior secured obligations. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 63.9%.

Diversified Portfolio (Positive): The transaction will include
various concentration limits in the portfolio, including a
fixed-rate obligation limit at 5%, a top-10 obligor concentration
limit at 20% and a maximum exposure to the three-largest
Fitch-defined industries at 40%. These covenants ensure the asset
portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction will have a
five-year reinvestment period and include reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed-case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.

Cash Flow Modelling (Neutral): The WAL used for the transaction's
Fitch-stressed portfolio analysis was reduced by 12 months to eight
years. This is to account for the strict reinvestment conditions
envisaged after the reinvestment period. These conditions include
passing the coverage tests, the Fitch 'CCC' maximum limit after
reinvestment and a WAL covenant that progressively steps down over
time, both before and after the end of the reinvestment period. In
Fitch's opinion, these conditions reduce the effective risk horizon
of the portfolio during the stress period.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would have no impact on the notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class F notes display a rating
cushion of five notches and the class D and E notes of three
notches. The class C notes have a rating cushion of one notch, and
the class B notes of two notches while the class A notes have
none.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
across all ratings and a 25% decrease of the RRR across all ratings
of the Fitch-stressed portfolio would lead to downgrades of up to
four notches for the rated notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches for the
notes, except for the 'AAAsf' rated notes.

During the reinvestment period, based on the Fitch-stressed
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, meaning the notes
are able to withstand larger-than-expected losses for the
transaction's remaining life. After the end of the reinvestment
period, upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.


GEDESCO TRADE 2020-1: Moody's Downgrades Rating on 2 Tranches to C
------------------------------------------------------------------
Moody's Ratings has downgraded the ratings of Classes B, C, D and E
notes and affirmed the rating of Class F notes issued by Gedesco
Trade Receivables 2020-1 Designated Activity Company. The rating
actions reflect the fully defaulted status of the remaining
portfolio as well as the low likelihood of further recoveries in
order to fully repay the remaining outstanding notes:

EUR15M (Current outstanding amount EUR14.2M) Class B Notes,
Downgraded to Caa3 (sf); previously on Jan 16, 2024 Downgraded to
Caa1 (sf) and Placed Under Review for Possible Downgrade

EUR15M Class C Notes, Downgraded to Ca (sf); previously on Jan 16,
2024 Caa3 (sf) Placed Under Review for Possible Downgrade

EUR7.5M Class D Notes, Downgraded to C (sf); previously on Jan 16,
2024 Ca (sf) Placed Under Review for Possible Downgrade

EUR7.5M Class E Notes, Downgraded to C (sf); previously on Jan 16,
2024 Ca (sf) Placed Under Review for Possible Downgrade

EUR15M Class F Notes, Affirmed C (sf); previously on Jan 16, 2024
Affirmed C (sf)

The rating action concludes the review of Class B, Class C, Class D
and Class E notes placed on review for downgrade on January 16,
2024.

The transaction is a revolving cash securitisation of different
types of receivables (factoring, promissory notes and short-term
loans) originated or acquired by Gedesco Finance S.L. ("Gedesco",
NR) and Toro Finance, S.L.U. (NR) to enterprises and self-employed
individuals located in Spain. The revolving period of the
transaction ended in January 2023.

RATINGS RATIONALE

The rating actions are a result of the fully defaulted status of
the portfolio and low expected recoveries to fully redeem the
outstanding notes. Moody's notes that the noteholders recently
approved the replacement of Gedesco Services Spain, S.A.U. by
Copernicus Servicing, S.L. as servicer to the transaction, which is
expected to be effective before April 4, 2024.

The rating affirmation of Class F notes is primarily a result of
the rating level already being at the low end of the rating scale.

As of the payment date of January 24, 2024 [1], the Class A notes
have been repaid in full and EUR0.8m of principal repayment was
made to Class B notes. However, Class B interests were unpaid in
the February 2024 [2] payment date. No payments were made to the
remaining classes of notes and finally, the Reserve Fund is now
fully depleted.

Following the rating action, Moody's will subsequently withdraw the
ratings of all outstanding tranches due to insufficient or
otherwise inadequate information to support the maintenance of such
ratings.

Counterparty Exposure:

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer and account bank.


HARVEST CLO IX: Moody's Affirms B3 Rating on EUR15.2MM F-R Notes
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Harvest CLO IX Designated Activity Company:

EUR50,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2030, Upgraded to Aaa (sf); previously on Sep 2, 2022 Affirmed Aa1
(sf)

EUR25,000,000 Class B-2-R-R Senior Secured Fixed Rate Notes due
2030, Upgraded to Aaa (sf); previously on Sep 2, 2022 Affirmed Aa1
(sf)

EUR26,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Aa2 (sf); previously on Sep 2, 2022
Affirmed A1 (sf)

EUR27,500,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to A3 (sf); previously on Sep 2, 2022
Upgraded to Baa1 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR294,500,000 (current outstanding amount EUR211,776,477) Class
A-R-R Senior Secured Floating Rate Notes due 2030, Affirmed Aaa
(sf); previously on Sep 2, 2022 Affirmed Aaa (sf)

EUR34,300,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Ba2 (sf); previously on Sep 2, 2022
Affirmed Ba2 (sf)

EUR15,200,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B3 (sf); previously on Sep 2, 2022
Downgraded to B3 (sf)

Harvest CLO IX Designated Activity Company, issued in July 2014,
reset for the first time in August 2017 and refinanced again in
June 2021, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by Investcorp Credit Management EU Limited.
The transaction's reinvestment period ended in August 2021.

RATINGS RATIONALE

The rating upgrades on the Class B-1-R, Class B-2-R-R, Class C-R
and Class D-R notes are primarily a result of the deleveraging of
the senior notes following amortisation of the underlying portfolio
since the payment date in February 2023 and a shorter weighted
average life of the portfolio which reduces the time the rated
notes are exposed to the credit risk of the underlying portfolio.

The affirmations on the ratings on the Class A-R-R, Class E-R and
Class F-R notes are primarily a result of the expected losses on
the notes remaining consistent with their current rating levels,
after taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.

The Class A-R-R notes have paid down by approximately EUR78,417,422
million (27%) in the last 12 months. As a result of the
deleveraging, over-collateralisation (OC) has increased. According
to the trustee report dated February 15, 2024 [1] the Class A/B,
Class C, Class D and Class E OC ratios are reported at 136.4%,
126.6%, 117.6% and 108.0% compared to February 28, 2023 [2] levels
of 135.8%, 126.8%, 118.5% and 109.5%, respectively. Moody's notes
that the February 2024 principal payments are not yet reflected in
the reported OC ratios. OC ratios are expected to increase when
incorporating the note repayments in their calculation.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile than it
had assumed at the last rating action in September 2022.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR405.8m

Defaulted Securities: EUR7.9m

Diversity Score: 53

Weighted Average Rating Factor (WARF): 2919

Weighted Average Life (WAL): 3.34 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.71%

Weighted Average Coupon (WAC): 3.88%

Weighted Average Recovery Rate (WARR): 44.33%

Par haircut in OC tests and interest diversion test: none

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparies, such as swap provider and account bank,
using the methodology "Moody's Approach to Assessing Counterparty
Risks in Structured Finance methodology" published in October 2023.
Moody's concluded the ratings of the notes are not constrained by
these risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager, or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


MARLAY PARK CLO: Moody's Affirms B2 Rating on EUR11.6MM E Notes
---------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Marlay Park CLO DAC:

EUR34,000,000 Class A-2A Senior Secured Floating Rate Notes due
2030, Upgraded to Aaa (sf); previously on Feb 11, 2022 Upgraded to
Aa1 (sf)

EUR10,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2030,
Upgraded to Aaa (sf); previously on Feb 11, 2022 Upgraded to Aa1
(sf)

EUR24,800,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Aa2 (sf); previously on Feb 11, 2022
Upgraded to A1 (sf)

EUR20,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to A3 (sf); previously on Feb 11, 2022
Affirmed Baa2 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR218,000,000 (Current outstanding amount EUR146,726,721) Class
A-1A Senior Secured Floating Rate Notes due 2030, Affirmed Aaa
(sf); previously on Feb 11, 2022 Affirmed Aaa (sf)

EUR30,000,000 (Current outstanding amount EUR20,191,751) Class
A-1B Senior Secured Fixed Rate Notes due 2030, Affirmed Aaa (sf);
previously on Feb 11, 2022 Affirmed Aaa (sf)

EUR23,600,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Ba2 (sf); previously on Feb 11, 2022
Affirmed Ba2 (sf)

EUR11,600,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B2 (sf); previously on Feb 11, 2022
Affirmed B2 (sf)

Marlay Park CLO DAC, issued in March 2018, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured European loans. The portfolio is managed by Blackstone
Ireland Limited. The transaction's reinvestment period ended in
April 2022.

RATINGS RATIONALE

The rating upgrades on the Class A-2A, Class A-2B, Class B and
Class C notes are primarily a result of the deleveraging of the
Class A-1A and Class A-1B notes following amortisation of the
underlying portfolio since the last review in June 2023.

The affirmations on the ratings on the Class A-1A, Class A-1B,
Class D and Class E notes are primarily a result of the expected
losses on the notes remaining consistent with their current rating
levels, after taking into account the CLO's latest portfolio, its
relevant structural features and its actual over-collateralisation
ratios.

The Class A-1A and Class A-1B notes have paid down by approximately
EUR63.6 million (25.6%) since the last review in June 2023 and
EUR81.1 million (32.7%) since closing. As a result of the
deleveraging, over-collateralisation (OC) has increased across the
capital structure. According to the trustee report dated May 2023
[1] the Class A, Class B, Class C and Class D OC ratios are
reported at 138.25%, 126.80%, 118.86% and 110.68% compared to
February 2024 [2] levels of 148.47%, 132.85%, 122.46% and 112.12%,
respectively.

Key model inputs:

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR311.2m

Defaulted Securities: EUR5.2m

Diversity Score: 48

Weighted Average Rating Factor (WARF): 2984

Weighted Average Life (WAL): 3.25 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.44%

Weighted Average Coupon (WAC): 3.24%

Weighted Average Recovery Rate (WARR): 44.33%

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank and swap providers,
using the methodology "Moody's Approach to Assessing Counterparty
Risks in Structured Finance methodology" published in October 2023.
Moody's concluded the ratings of the notes are not constrained by
these risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels.  Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


TORO EUROPEAN 9: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Toro European CLO 9 DAC expecting
ratings. The assignment of final ratings is contingent on the
receipt of final documents conforming to information already
reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Toro European
CLO 9 DAC

   A XS2761186688       LT AAA(EXP)sf  Expected Rating

   B XS2761186845       LT AA(EXP)sf   Expected Rating

   C XS2761187223       LT A(EXP)sf    Expected Rating

   D XS2761187579       LT BBB-(EXP)sf Expected Rating

   E XS2761187736       LT BB-(EXP)sf  Expected Rating

   F XS2761187900       LT B-(EXP)sf   Expected Rating

   Subordinated Notes
   XS2761188114         LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Toro European CLO 9 DAC is a securitisation of mainly senior
secured obligations (at least 92.5%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds will be used to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by Chenavari
Credit Partners LLP.

The collateralised loan obligation (CLO) will have a 4.5-year
reinvestment period and a 7.5-year weighted average life (WAL) test
at closing, which can be extended by one year, at any time, from
one year after closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.6.

High Recovery Expectations (Positive): At least 92.5% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 61.8%.

Diversified Asset Portfolio (Positive): The transaction will have a
concentration limit for the 10 largest obligors of 20%. The
transaction will also include various concentration limits,
including the maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year, to 7.5 years, on the step-up date, which can be one
year after closing at the earliest. The WAL extension will be at
the option of the manager but subject to conditions including the
collateral quality tests and the reinvestment target par, with
defaulted assets at their collateral value.

Portfolio Management (Neutral): The transaction will have a
4.5-year reinvestment period, which is governed by reinvestment
criteria that are similar to those of other European transactions.
Fitch's analysis is based on a stressed-case portfolio with the aim
of testing the robustness of the transaction structure against its
covenants and portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio analysis was reduced by 12 months. This is to account for
the strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit after reinvestment and a WAL covenant that
progressively steps down over time after the end of the
reinvestment period. In the agency's opinion, these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to a downgrade of no more than
one notch for the class C to E notes, to below 'B-sf' for the class
F notes and have no impact on the class A and B notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class C notes have a rating
cushion of one notch and the class B, D, E and F notes of two
notches. The class A notes have no rating cushion.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
across all ratings and a 25% decrease of the RRR across all ratings
of the Fitch-stressed portfolio would lead to downgrades of up to
four notches for the notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches, except for
the 'AAAsf' rated notes.

During the reinvestment period, based on the Fitch-stressed
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, meaning the notes
are able to withstand larger-than-expected losses for the
transaction's remaining life. After the end of the reinvestment
period, upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.




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L U X E M B O U R G
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ROOT BIDCO: Fitch Alters Outlook on 'B' LongTerm IDR to Negative
----------------------------------------------------------------
Fitch Ratings has revised Root Bidco S.a.r.l.'s (Rovensa) Outlook
to Negative from Stable and affirmed its Long-Term Issuer Default
Rating (IDR) and its senior secured rating at 'B'.  The Recovery
Rating is 'RR4'.

The Negative Outlook reflects slower-than-previously expected
deleveraging following a severe destocking trend in the crop
nutrition and protection markets, delayed realisation of synergies
from recent acquisitions, and sizeable interest cost hindering
deleveraging. Its projection indicates that Rovensa's EBITDA gross
leverage will reach 7.3x in June 2024, but a gradual improvement is
anticipated to 5.6x by June 2027 supported by cost savings and
market normalisation.

The rating reflects its view that Rovensa's distant main debt
maturity in 2027 will provide time for management to concentrate on
improving operating efficiency and the financial profile ahead of
refinancing.

KEY RATING DRIVERS

Destocking Trend Pressuring Earnings: The destocking trend within
the agricultural sector since 2023, especially the crop protection
market, has led to an oversupply, triggering volume and price
declines. Rovensa, despite its specialised portfolio targeting the
less volatile high-value fruits and vegetables market, has not been
immune to this trend and its sales and EBITDA were hit in FY23
(year end June) and 1HFY24. However, falling inventory levels in
end-markets led to improved gross margins in 2QFY24, which suggests
that destocking might start easing in 2HFY24.

Delayed Deleveraging: Rovensa's debt increased significantly to
EUR1.2 billion FY23, from EUR445 million in FY20, led by the
acquisitions of Oro Agri and Cosmocel. The combination of
challenging end-market conditions and delayed synergies has led to
a slower-than-expected deleveraging trajectory.

Substantial interest expense is likely to limit free cash flow
(FCF) generation, but Fitch expects FCF to turn positive in FY25,
in line with management's efforts to address its record of weak
FCF, and decisive cost-reductions measures taken.

Ongoing Cost Optimisation Measures: In response to the significant
margin pressures caused by widespread destocking, Rovensa launched
a comprehensive cost-cutting initiative in 2023. This strategic
programme encompasses a series of cost-efficiency actions such as
shutting down production sites with low utilisation rates,
streamlining inventory levels, and capitalising on cost synergies
from the recent acquisitions. The objective is to achieve a
reduction in selling, general & administrative (SG&A) expenses by
up to 5pp of sales compared with the FY23 figures.

Remote Debt Maturities: Fitch views liquidity risk as manageable,
as its principal debt represented by senior secured term loans,
comes due only in 2027. This timeline offers a cushion for the
company to strengthen its profitability and financial metrics
before refinancing risk arises. Its strategic shift away from
inorganic growth to focus on improving profitability through cost
reduction and the realisation of synergies with newly acquired
entities should contribute to this deleveraging process.

Bio-nutrition Organic Growth Opportunity: Rovensa has reinforced
its position in the bio nutrition sector since the acquisition of
Cosmocel in 2022. Fitch expects adequate growth of this segment,
spurred by increasing demand for sophisticated bio solutions and
higher yields for farmers. The company is focused on high-value
fruits and vegetables, a more resilient segment than other crops.
Although purchasing has been delayed for 2023-2024, Fitch believes
that growing premium fruit markets will continue to incentivise
farmers to preserve yields despite higher input costs.

High-Margin Products: Rovensa's specialised product portfolio sets
it apart from commoditised offerings, underpinning its robust
competitiveness, consistent cash flow, and pricing flexibility.
Fitch expects this strategic focus on niche products to sustain its
strong EBITDA margins, which Fitch projects at 20%-22% for
2024-2027. As crop protection and nutrition represent a fairly
small portion of total expenditure for growers of high-value crops,
Rovensa is well-positioned to transfer increases in raw material
costs to its customers without significantly hitting demand.

Barriers to Entry: The agrochemical industry's entry barriers are
shaped by an evolving regulatory landscape and the necessity for
specialised knowledge. Additionally, the complexity of the product
registration process adds to deterrents. However, the market is
inherently seasonal and highly competitive, with large entities
leveraging robust R&D for dominance. While Rovensa benefits from a
comprehensive product range and a strong niche position in
high-value crops, its concentration on the agrochemical sector and
a less global geographic coverage expose the company to regional
volatility and climatic uncertainties.

DERIVATION SUMMARY

Fitch compares Rovensa with private equity-owned chemical producers
Nouryon Holding B.V. (Nouryon, B+/Stable), Nobian Holding 2 B.V.
(Nobian, B/Stable), Italmatch Chemicals S.p.A. (B/Stable), Lune
Holdings S.a.r.l. (Kem One, B/Stable) and Roehm Holding GmbH
(Roehm, B-/Stable).

Rovensa's focus on specialty solutions, which provides price and
cash flow visibility as well as steady growth is comparable to
Nouryon's. However, Rovensa is significantly smaller and less
diversified than Nouryon. Moreover, it has higher leverage due to
its acquisitive strategy.

Italmatch has similar scale and focus on specialty solutions as
Rovensa and a diversified industrial footprint. While Rovensa has
less diversified end-markets, the specialty crop nutrition industry
growth is stronger than Italmatch's markets, and more resilient.

Nobian's commodity exposure makes it more exposed to volatility in
feedstock and selling prices than Rovensa; however, both companies
have maintained high margins. Rovensa is smaller and lacks Nobian's
vertical integration but is more geographically diversified.
Rovensa's leverage is also higher than Nobian's.

Although its leverage is significantly higher, Rovensa demonstrates
more stable cash flows and higher margins that are supported by the
essential nature of its products for crop growth and its strategic
focus on niche products in comparison to Kem One.

Roehm's leverage is slightly lower than Rovensa's but Roehm's cash
flow profile is more cyclical due to its exposure to the
construction, automotive and industrial sectors, as well as to
commodity prices.

KEY ASSUMPTIONS

- Revenue growth of 18% in 2024, driven by full-year consolidation
of Cosmocel and organic growth on average of 4% each year
thereafter till 2027

- Average EBITDA margin of 21% each year in 2024-2027

- No acquisitions during 2024-2027

- Annual capex of EUR45 million in 2024-2025 and EUR50 million in
2026-2027

- No dividends

RECOVERY ANALYSIS

The recovery analysis assumes that Rovensa would be reorganised as
a going-concern (GC) in bankruptcy rather than liquidated. Fitch
has assumed a 10% administrative claim.

Fitch uses a GC EBITDA of EUR120 million, which assumes a slowdown
in demand growth and increasing competition that is mitigated by
cost efficiencies.

An enterprise value (EV) multiple of 5.5x EBITDA is applied to the
GC EBITDA to calculate a post-reorganisation EV.

Rovensa's revolving credit facility (RCF) is assumed to be fully
drawn. Its term loan B (TLB) ranks equally with the RCF.

Fitch assumes that Rovensa's factoring programme will be replaced
by a super-senior facility.

After deducting 10% for administrative claims, its analysis
generated a waterfall-generated recovery computation (WGRC) in the
'RR4' band, indicating a 'B' TLB rating. The WGRC output percentage
on current metrics and assumptions is 46%.

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

- The rating is on Negative Outlook, making a positive rating
action unlikely at least in the short term. Sustained reduction in
leverage below 6.5x would result in a revision of the Outlook to
Stable

- Increase in scale driven by organic and/or inorganic growth
while reducing EBITDA gross leverage to below 4x on a sustained
basis would support a positive rating action

- EBITDA interest cover above 3x on a sustained basis

- FCF margin consistently above 5%

Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:

- Ambitious debt-funded acquisitions, dividend payments and/or
weaker-than-expected market dynamics leading to EBITDA gross
leverage above 6.5x on a sustained basis

- EBITDA interest cover below 2x on a sustained basis

- Negative FCF generation through the cycle

LIQUIDITY AND DEBT STRUCTURE

RCF Provides Adequate Liquidity: Rovensa's cash balance stood at
EUR72 million as of December 2023. Liquidity is further supported
by a large RCF of EUR165 million, of which EUR76 million was drawn
as of December 2023. This provides sufficient liquidity to fund
seasonal fluctuations in working capital, which are significant in
agricultural markets. Refinancing risk is limited with main debt
maturities in 2027. The company also has a factoring programme and
uncommitted bilateral credit facilities.

ISSUER PROFILE

Rovensa is a producer of bio-nutrition, bio-control and off-patent
crop protection and owned by private- equity sponsors Bridgepoint
and Partners Group.

SUMMARY OF FINANCIAL ADJUSTMENTS

Depreciation of rights-of-use assets of EUR7.4 million and
lease-related interest expense of EUR1.7 million reclassified as
cash operating costs. Lease liabilities of EUR27 million removed
from financial debt.

Use of EUR120.9 million factoring added to financial debt. Change
in working capital (outflow) and change in short-term debt (inflow)
adjusted by EUR40.2 million. Factoring interest of EUR7.4 million
reclassified as interest paid.

Shareholder loans excluded from financial debt.

Non-recurring costs of EUR27 million added back to EBITDA.
Capitalised internal R&D costs of about EUR6.5 million deducted
from EBITDA.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating        Recovery   Prior
   -----------              ------        --------   -----
Root Bidco S.a.r.l.   LT IDR B  Affirmed             B

   senior secured     LT     B  Affirmed    RR4      B


WEBPROS INVESTMENTS: Moody's Ups CFR to 'B1', Outlook Stable
------------------------------------------------------------
Moody's Ratings has upgraded Webpros Investments S.a.r.l.'s
corporate family rating to B1 from B2 and the probability of
default rating to B1-PD from B2-PD. Concurrently, the rating agency
has assigned B1 ratings to the proposed USD515 million backed
senior secured first lien term loan (TLB) and the USD60 million
backed senior secured first lien revolving credit facility (RCF).
The outlook has been changed to stable from positive.

RATINGS RATIONALE

On March 12, WebPros launched the syndication of the envisaged
USD515 million senior secured term loan due in March 2031 and the
USD60 million senior secured RCF due in March 2029. Proceeds will
be used to repay in full the existing credit facilities, including
the USD489 million outstanding senior secured first lien term loan
B due in February 2027 and the USD60 million senior secured first
lien RCF, currently drawn by USD14.5 million.

The upgrade of the CFR to B1 reflects the company's solid operating
performance over the past couple of years and a continuation of a
prudent financial policy demonstrated by the largely leverage
neutral nature of the refinancing transaction, with pro-forma
Moody's-adjusted leverage of 3.8x compared to 3.7x as of December
2023. Moreover, the refinancing will result in improvements to
interest coverage, free cash flow, and the company's liquidity
profile.

The transaction is therefore a further credit positive development
after WebPros' credit metrics significantly strengthened over the
past two years due to steady growth in revenues and EBITDA as well
as a reduction in the total debt load through voluntary prepayments
of the second-lien term loan. Moody's expects a continuation of
revenue and earnings momentum to lead to further deleveraging over
the next two years, such that by the end of 2025 WebPros'
Moody's-adjusted gross leverage will be below 3.5x. These forecasts
do not factor in any additional debt reduction besides the 1%
first-lien mandatory annual debt repayment.

In 2024 and 2025, the rating agency expects that WebPros' free cash
flow (FCF) generation will remain strong in a range of USD65 – 75
million on an annual basis, supported by EBITDA growth, limited
capital spending and the absence of major working capital
requirements because of monthly subscription billings. This is
likely to translate into a Moody's-adjusted FCF/debt in the mid-
teens over the next 18 months (2023: 11%).

RATING OUTLOOK

The stable outlook reflects Moody's expectations that WebPros'
revenue and EBITDA will continue to grow over the next 12-18 months
such that Moody's-adjusted debt/EBITDA will decrease below 3.5x and
Moody's-adjusted FCF/debt will exceed 15%. The stable outlook also
incorporates the rating agency's expectation that there will be no
transformational acquisition nor dividend distributions.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward rating pressure is unlikely in the near term given WebPros'
limited scale and product diversification. However, positive rating
pressure could build up over time if:

-- the company were to meaningfully expand its revenue base and
reduce its reliance on cPanel and Plesk; and

-- Moody's-adjusted debt/EBITDA were to reduce below 3.0x on a
sustainable basis; and

-- Moody's-adjusted FCF/debt is sustained above 15%; and

-- Moody's-adjusted (EBITDA – Capex) / interests improves above
3.0x; and

-- the company were to demonstrate a commitment to conservative
financial policies

Negative rating pressure could arise if:

-- the operating performance were to weaken significantly on the
back of increased customer attrition; or

-- Moody's-adjusted leverage were to increase over 4.0x; or

-- Moody's-adjusted FCF/debt declines below 10%; or

-- the company were to adopt more aggressive financial policies

ESG CONSIDERATIONS

Governance risk considerations are material to the rating action.

WebPros is controlled by private equity firms CVC (40% stake) and
Oakley Capital (22%). Governance exposures include the company's
concentrated ownership and limited board independence. At the same
time, the rating agency positively notes that WebPros' financial
policy has been more creditor-friendly over the last few years,
with strong deleveraging and excess cash flow used to voluntarily
repay debt.

LIQUIDITY

WebPros' liquidity is good. Following the transaction, the company
is expected to have a cash balance of USD18 million and access to a
fully undrawn USD60 million RCF due in March 2029. Moody's
forecasts that WebPros will generate positive free cash flow in a
range of USD65 - 75 million on an annual basis over the next 12-18
months, supporting the overall liquidity profile of the business.

The RCF has a springing first lien net leverage covenant tested if
drawings reach or exceed 40% of facility commitments. Should it be
tested, Moody's expects that WebPros would retain ample headroom
against a test level of 9.0x (December 2023: 3.5x).

WebPros has no debt maturities in the near term, with the USD515
million senior secured Term Loan B maturing in March 2031.

STRUCTURAL CONSIDERATIONS

The B1-PD probability of default rating reflects Moody's typical
assumption of a 50% family recovery rate, and takes account of the
covenant-lite structure of the term loan. The new senior secured
bank credit facilities, comprising the TLB and the RCF, are rated
B1, in line with the CFR, reflecting the pari passu nature of these
instruments.

The credit facilities are guaranteed by all material subsidiaries
representing at least 80% of consolidated EBITDA. The security
package includes a pledge of shares, bank accounts, intercompany
receivables and an all-asset security granted by obligors
incorporated in the United States.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Software
published in June 2022.

COMPANY PROFILE

Headquartered in Luxembourg, WebPros is a global web hosting
automation software provider, created through the combination of
the web hosting control panels Plesk and cPanel. In May 2019 the
group also acquired WHMCS, a web hosting billing automation and
customer management solution. The company offers a portfolio of
tools that automate and simplify the development, management and
administration of web servers through its channel of approximately
2,800 hosting partners worldwide.

In 2023, WebPros reported revenue of USD219 million and
company-adjusted EBITDA of USD133 million.




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ALCOA NEDERLAND: Fitch Lowers LongTerm IDR to 'BB+', Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Default Ratings (IDRs)
of Alcoa Corporation (Alcoa) and Alcoa Nederland Holding B.V.
(Alcoa Nederland) to 'BB+' from 'BBB-'. Fitch has also downgraded
Alcoa Nederland's senior unsecured note ratings to 'BB+'/'RR4' from
'BBB-' and affirmed the senior secured revolver rating at 'BBB-'
and assigned an 'RR2' Recovery Rating to the facility. The Rating
Outlook is Stable.

The downgrade reflects Fitch's expectations for EBITDA leverage to
be sustained above 2.0x.

The Stable Outlook reflects Fitch's expectations for EBITDA
leverage to improve and return to below 2.5x in 2026. Additionally,
Fitch views the announced acquisition of Alumina Ltd. as a
long-term positive to Alcoa's credit profile.

The ratings are supported by Alcoa Corporation's leading positions
in bauxite, alumina and aluminum; solid overall cost position and
control over spending; and flexibility afforded by the scope of
operations.

KEY RATING DRIVERS

Weak Profitability, High Leverage: Fitch expects Alcoa's EBITDA
leverage to remain above 3.0x through 2025, which is consistent
with the 'BB' rating category. Fitch expects leverage to increase
with near-term operating losses until planned cost reduction
actions take effect and profitability recovers. Fitch expects that
the company will need external funding to support its operations
and restructuring activities during this period. Alcoa's capex is
expected to remain above sustaining levels while the company will
likely maintain its dividend. Fitch expects this will pressure cash
flow generation and could lead to negative FCF through 2025, which
would strain liquidity absent external funds.

Operational and Mine-Specific Challenges: Fitch forecasts Alcoa's
EBITDA margins to remain depressed through 2025, driven by
operational setbacks and various mine-specific challenges. In
October 2023, Alcoa initiated a restructuring plan at its Kwinana
alumina refinery to respond to higher alumina production costs from
using lower quality bauxite grades. The lack of economic
alternative energy at San Ciprián results in unsustainable
economics and a restructuring is likely needed. Higher cash costs
of alumina production were not fully offset by declining caustic,
calcined coke and pitch raw material costs. Fitch expects it to
take at least two years for Alcoa to restructure operations and for
profitability to recover.

Alumina Acquisition Long-term Positive: The company's acquisition
of the remaining 40% stake in Alumina World Alumina and Chemicals
(AWAC) is positive to Alcoa's long-term credit profile as it
enhances its cash flow generation. Despite the alumina segments
challenges, the acquisition could result in more nimble management
and synergies from operating the business as a subsidiary rather
than a joint venture. AWAC is an unincorporated joint venture owned
by Alcoa and Alumina Ltd. (Alumina).

Credit Conscious Capital Allocation: Fitch expects share
repurchases will depend on the level of the company's cash
generation and for innovation project spending to be funded in a
credit conscious manner. Fitch assumes that capital allocation will
be balanced relative to the company's commitment to a strong
balance sheet, evidenced by the company's modest dividend. Annual
capex averaged about $400 million during 2019-2022 and Alcoa has
guided to $550 million in capex in 2024.

Sensitivity to Aluminum Prices: Fitch assumes average London Metal
Exchange (LME) aluminum prices for full year 2024 of $2,350/t,
increasing to $2,400/t in 2025 and moderating to $2,200/t over the
longer term. While bauxite and alumina are priced relative to
market fundamentals and the alumina segment accounted for 37% of
Alcoa's total segment adjusted EBITDA in FY 2023, these product
prices are sensitive to aluminum prices over the long run. The
company estimates a $100/t change in the LME price of aluminum
affects segment adjusted EBITDA by $205 million, including the
effect of the power LME-linked agreements. Alcoa has some
value-added energy and conversion income, and some power costs are
LME linked, but the company will remain exposed to aluminum market
dynamics.

Low-Cost Position: Fitch believes Alcoa's cost position combined
with its operational diversification provides significant financial
flexibility through the cycle. The company assesses its bauxite
costs in the first quartile, its alumina costs in the second
quartile and its aluminum costs in the second quartile of global
production costs. Most of Alcoa's alumina facilities are located
next to its bauxite mines, cutting transportation costs and
allowing consistent feed and quality. Aluminum assets benefit from
prior optimization and smelters co-located with cast houses to
provide value-added products, including slab, billet and alloys.

DERIVATION SUMMARY

Alcoa's operating challenges and need to raise liquidity, assumed
through debt, to support operations results in a weaker financial
structure and financial flexibility compared with 'BBB' category
mining and metals peers. Alcoa's EBITDA leverage is generally
expected to be above 3.0x through 2025 and compares unfavorably
with metals peer Steel Dynamics (BBB/Positive) and Commercial
Metals Company (BB+/Positive) with EBITDA leverage below 2.0x
through 2025. Fitch expects Alcoa's EBITDA margins to average about
10% through 2027, commensurate with 'BB+' ratings, based on a
gradual return to their historic operating cost position and the
agency's conservative aluminum price assumptions.

The ratings of Alcoa Nederland Holding B.V. are consolidated with
those of Alcoa Corporation due to strong operational and strategic
linkages, in line with Fitch's Parent and Subsidiary Rating Linkage
Rating Criteria. The ratings of subsidiary Alcoa Nederland benefit
from guarantees by Alcoa Corporation and certain subsidiaries.

Fitch-rated aluminum peers include China Hongqiao Group Limited
(BB+/Stable), and Aluminum Corporation of China Ltd. (Chalco;
A-/Stable). Hongqiao benefits from greater size, higher vertical
integration and EBITDA margins above 15%. Hongqiao has a less
sophisticated product range than Alcoa but it maintains a higher
EBITDA margin due to the scale and efficiency of its core aluminum
smelting business. Hongqiao's EBITDA net leverage is lower than
Alcoa's, but Alcoa has better operational and end-market
diversity.

Chalco is rated on a top-down approach based on the credit profile
of parent Aluminum Corporation of China (Chinalco), which owns 32%
of the company. Fitch's internal assessment of Chinalco's credit
profile is based on the agency's Government-Related Entities Rating
Criteria and is derived from China's rating, reflecting its
strategic importance.

KEY ASSUMPTIONS

- Fitch commodity price deck for aluminum (LME spot) of $2,350 in
2024, $2,400 in 2025, and $2,200/t in 2026;

- Estimated shipments at guidance;

- Higher cash costs of alumina production;

- Capex at guidance, above historical spending;

- Alumina acquisition closes as per the stated terms in 3Q24;

- Minimum liquidity of $1.5 billion;

- Dividends at current rate.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

- EBITDA margins expected to be sustained above 15%, indicating
higher value-added production and/or more disciplined markets;

- EBITDA leverage expected to be sustained below 2.0x.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

- EBITDA Leverage expected to be sustained above 3.0x on a
sustained basis;

- EBITDA margins sustained below 10%.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Fitch views Alcoa's liquidity as adequate and,
as of Dec. 31, 2023, was supported by $944 million of cash on hand
and an undrawn $1.25 billion secured revolver expiring June 27,
2027. The facility has a debt/capitalization maximum of 0.6x and a
minimum interest coverage ratio, substantially EBITDA/cash interest
expense, of 3.0x in 2024 and 4.0x thereafter. Fitch anticipates
liquidity could be strained absent additional external funding
given its view on negative FCF through the forecast.

ISSUER PROFILE

Alcoa Corporation is among the world's largest and low-cost bauxite
and alumina producers with a leading position in second quartile
cost aluminum products.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating           Recovery   Prior
   -----------              ------           --------   -----
Alcoa Nederland
Holding B.V.          LT IDR BB+  Downgrade             BBB-

   senior unsecured   LT     BB+  Downgrade    RR4      BBB-

   senior secured     LT     BBB- Affirmed     RR2      BBB-

Alcoa Corporation     LT IDR BB+  Downgrade             BBB-


BOCK CAPITAL: S&P Upgrades LongTerm ICR to 'B-', Outlook Positive
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Bock Capital Bidco B.V. (Unit4) to 'B-' from 'CCC+'; S&P also
raised the issue rating on the company's revolving credit facility
(RCF) and senior secured term loan to 'B-' from 'CCC+'. The
recovery rating remains unchanged at '3' (rounded estimate: 50%).

The positive outlook indicates that S&P could raise the ratings by
one notch if Unit4 achieves mid-single-digit revenue growth while
maintaining its more efficient cost structure with adjusted EBITDA
margin exceeding 25%, enabling it to generate solid cash flow
generation with FOCF to debt above 5% and reduced leverage below
8.5x.

Based on management accounts, Bock Capital Bidco B.V. (Unit4)'s
operating performance improved in 2023, operational expenditure
(opex) remained below EUR180 million and restructuring costs
recorded at about EUR5 million, which supported EBITDA margin
recovery to about 25%.

S&P said, "The upgrade reflects credit metrics improving
significantly in 2023 and our forecast of a positive trend in 2024,
supported by higher margins as the actions taken through 2022-2023
will likely propel profitability. We forecast adjusted EBITDA
margins will rise to approximately 25% in 2023 and to about 27% in
2024. According to management accounts, a cost efficiency project
(Project Umbrella)--which commenced in 2022--started bearing fruit,
and Unit4 met its budget of maintaining opex below EUR180 million,
and exceptional and restructuring costs at about EUR5 million for
full-year 2023. As Unit4 completes its restructuring program, we
anticipate that it should be able to keep a similar level of
operating costs in 2024, resulting in up to 15% adjusted EBITDA
growth in 2024. The improvement in EBITDA along with declining
exceptional cash outflows should lead to positive FOCF after leases
in 2023 of more than EUR50 million and further increasing in 2024
following a cash burn of more than EUR10 million in 2022. We
forecast adjusted leverage of about 9x in 2023 (below 6.5x
excluding the PIK notes), reducing to below 8.5x (below 6x) in
2024.

"We expect moderate revenue growth of 4%-5% in 2023-2024.This
should be mainly supported by continued growth (20%-30%) in
cloud-delivered software revenue, which grew by 23% in
2023--according to management data--broadly in line with the budget
expectation. Existing customers transitioning to cloud-based
offerings and upselling additional modules underpins the growth in
cloud revenue, as well as new logos, which will be partly offset by
declines in license, maintenance, and professional services
revenue.

"We do not forecast any imminent releveraging transactions, though
the company could return to merger and acquisition (M&A)
activities, which could stall deleveraging.Although not part of our
base case, transitioning to a more shareholder-friendly financial
policy may preclude Unit4 from operating at lower levels of
leverage for an extended period. We do not assume any debt financed
M&As or shareholder distributions. However, we note that these
could potentially offset our deleveraging expectations and hence
curb the short-term rating upside. In addition, any potential
refinancing of the company's PIK debt with cash paying debt will
weaken its free cash flow generation compared with our current
forecast."

Liquidity should remain comfortable over the next 24 months. By
end-2023, Unit4 had the full EUR100 million available under its
RCF. The company has limited interest risk because 75% of the term
loan is hedged until year end 2025 and its outstanding term loan
will only mature in 2028, leading to limited refinancing risk in
the next three-to-four years.

S&P said, "The positive outlook reflects our view that Unit4's
organic revenue will increase by 4.0%-4.5% in 2024, with EBITDA
margin increasing above 25.0% on materially lower exceptional costs
and cost-saving efforts. This will lead to solid FOCF generation
and adjusted leverage declining to below 8.5 x in 2024.

"We could revise our outlook to stable if Unit4 underperforms
relative to our expectations. Specifically, if adjusted debt to
EBITDA remained above 8.5x and reported FOCF to debt reduces below
5% without signs of imminent improvement. This could happen in case
of a releveraging transaction, or weaker operating performance, for
example if the company's investments in research and development
(R&D) and marketing fail to stimulate sufficient cloud segment
growth."

The pressure on liquidity is less likely to drive a negative rating
action given the comfortable maturity profile.

S&P could raise the rating if Unit4 sustains its operating
performance and maintains healthy profitability and solid cash flow
generation. An upgrade would hinge on:

-- The company's ability to maintain lower opex and control
exceptional costs, translating to S&P Global Ratings-adjusted
EBITDA margins of more than 25%;

-- Positive and consistent FOCF generation with FOCF to debt above
5%;

-- Adjusted debt to EBITDA of sustainably below 8.5x (below 7.5x
including PIK); and

-- A limited risk of debt-funded acquisitions or shareholder
returns.


GREENKO ENERGY: Fitch Alters Outlook on BB LongTerm IDR to Negative
-------------------------------------------------------------------
Fitch Ratings has revised the Outlook on Greenko Energy Holdings'
(Greenko) Long-Term Issuer Default Rating (IDR) to Negative from
Stable, and affirmed the IDR at 'BB'. The agency has also affirmed
the 'BB' ratings on the senior notes issued by Greenko Solar
(Mauritius) Limited, Greenko Dutch B.V, Greenko Power II Limited
and Greenko Wind Projects (Mauritius) Ltd. These issuers are
subsidiaries of Greenko, which guarantees all their notes.

The Outlook revision reflects its forecast of Greenko's EBITDA net
interest coverage breaching the negative sensitivity of 1.5x in the
financial year ending March 2025 (FY25) before returning to the
threshold, giving it low headroom, in FY26. This would be due to
its proposed acquisition of a 60.08% stake in the 1,200MW Teesta
III hydro project from the Sikkim state government, associated
restoration works, and capex on a new 1.5GW solar power plant.

Management expects to fund part of the acquisition and restoration
costs from shareholders' equity inflow and insurance compensation
for the damage the project suffered due to flash floods in October
2023. Fitch's rating case assumes a 50% haircut to management's
expectation of insurance proceeds and a six-month delay to the
completion of restoration works.

Nevertheless, Greenko believes its shareholders may consider
providing additional financial support if the insurance proceeds
are materially lower than its expectation, which could result in
better EBITDA net interest coverage than Fitch's rating case.

KEY RATING DRIVERS

Teesta Acquisition: Greenko's board in its February 2024 meeting
approved the acquisition of the Teesta stake, which is in addition
to the 34% it currently owns. Greenko expects total acquisition and
restoration costs of around USD1.5 billion, including around USD1
billion in existing debt on Teesta's balance sheet. It is currently
evaluating the extent of the damage from the 2023 flash floods, the
potential recovery from insurance and the timing of the payment.

Project Record: Teesta had a strong operating record of more than
six years before the flash floods stalled the operations last year.
The project generated more than 6 million kWh of electricity per
year since FY20 and around USD330 million in EBITDA in FY23.
Management expects the project to resume operations at 60% capacity
in FY26 and achieve full restoration by FY28.

Payouts, Capex Increase: Payouts and capex related to the Teesta
project along with the company's revised plan to build the 1.5GW
solar project, which is associated with an Andhra Pradesh (AP)
pumped hydro project (PSP), will result in a sharp increase in its
capex and investment spending in FY25 to USD2.9 billion from its
previous estimate of around USD975 million. The jump in spending
would lead to weak interest coverage of around 1.2x in FY25, lower
than its earlier estimate of 1.5x.

Fitch expects the group's net interest coverage to rise to around
1.5x in FY26, albeit with a low rating headroom (FY23: 1.5x, FY24
estimate: 1.3x). The improvement will be driven by AP PSP's full
year of operations, its expectation of six months of operations at
Teesta at a reduced capacity of 60% and lower capex intensity.

Improving Cash Flow Predictability: Fitch expects the higher
contribution from availability-based power storage facility PSPs to
reduce Greenko's exposure to wind and solar resource risk, which is
affected by seasonal and climatic patterns. The commissioning of
two PSPs in AP and Madhya Pradesh will reduce the contribution of
renewable assets (wind, solar and hydro) in Greenko's operating
portfolio to about 71% by FYE26, from 100% currently. These PSPs
will account for about 17% of FY26 EBITDA and 32% of FY27 EBITDA.

Better Counterparty Profile, Lower Receivables: Fitch expects
Greenko's exposure to weaker counterparties in state utilities to
decline to below 50% in FY26 from 73% currently, as it plans to tie
up most of the PSPs' capacity with customers that pay on time.
Payments from state utilities, particularly from AP, have improved
significantly under late payment surcharge rules since August 2022.
As a result, Greenko's receivable days improved to around 200 days
in November 2023 from above 340 days in FY21 and FY22.

Fitch expects continued payment improvements in the near term, with
receivables to fall to around 120 days by FYE25. However, there are
risks to sustained improvement in state utilities' timely payments
as long as the structural issues of timely cost recovery and low
operating efficiencies remain.

Continuing Support from GIC: Greenko's rating is underpinned by
consistent financial support and strategic appraisal from Singapore
sovereign wealth fund GIC, which owns a 57.1% stake and holds four
of the 13 board seats. GIC is also involved in the group's
strategy, including investment plans and oversight of operations,
and risk-management practices. Greenko's capex and investment
plans, including the Teesta acquisition, are supported by
shareholder equity commitments of around USD1.4 billion over
FY24-FY27, or about 25% of the costs.

Consolidated Credit Assessment: Fitch takes a consolidated view of
the Greenko group, driven by observed fungibility of cash within
the group. The US dollar notes' indentures of the issuing entities
in the group restrict the outflow of cash if it leads to higher
leverage or reduces the restricted groups' (RGs) debt-servicing
capability beyond the covenant levels. However, debt-free
unrestricted assets may be dropped into RGs in exchange for cash,
allowing Greenko to access RG-level cash. Fitch believes this
mitigates the holding company's cash flow subordination.

Foreign-Exchange Risk Largely Hedged: Foreign-exchange risk arises
as the earnings of Greenko's assets are in Indian rupees, while the
notes are denominated in US dollars. The group's policy requires
Greenko to hedge substantially the principal of its US dollar notes
over the tenor of the bonds. The coupons are usually hedged until
the no-call period ends and are then rolled over, based on market
dynamics.

DERIVATION SUMMARY

Fitch regards ReNew Energy Global Plc (REGP, BB-/Stable) and
Concord New Energy Group Limited (CNE, BB-/Positive) as Greenko's
close peers. REGP, like Greenko, is one of India's leading power
producers, with a focus on renewable energy. However, REGP's
operating capacity has increased to more than Greenko's over the
last few years as Greenko is constructing PSPs, which have a longer
gestation period than wind and solar power generation projects.

Greenko's better credit assessment than REGP's is supported by its
stronger financial access, which is due to strong support from its
key shareholders, including GIC. This enables the company to rely
on fresh equity for investments and acquisitions while using cash
generated from operations to deleverage.

REGP's resource risk is lower, with higher exposure of 48% to
solar-based projects, compared with Greenko's exposure of 28% to
solar and 14% to hydro. REGP's counterparty risk is also lower,
with 45% of capacity contracted with sovereign-owned entities and
the balance with state-owned distribution companies (40%) and
direct sales (15%). Nevertheless, Greenko's resource risk and
counterparty profile will improve as it commissions PSPs, starting
end-2024.

CNE is a renewable power operator in China with 3.6GW of
attributable installed wind and solar capacity. Its feed-in tariffs
are stable and its counterparty risk is lower than that of Greenko,
as its revenue stream is mostly reliant on State Grid Corporation
of China (A+/Stable) and China's Renewable Energy Subsidy Fund,
while Greenko has exposure to weak state-owned distribution
companies.

Greenko is assessed at one notch above CNE due to its larger
operating scale, which brings benefits of diversity and granularity
across multiple projects, a more diversified resource mix and
stronger funding access due to shareholder support. However, these
are partly offset by Greenko's weaker interest coverage, reflected
in the Negative Outlook on its rating.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within its Rating Case for the Issuer:

- Plant load factors of operating wind and solar assets to remain
in line with historical average

- Tariffs in line with power purchase agreements

- Average receivable days to decrease to 120 in FY25 (FY23: 229,
FY24 estimate: 170)

- First PSP in AP to start commercial operations by end-2024

- Capex for PSPs to remain high, averaging around USD750 million a
year, excluding interest during construction, over FY24 to FY27
(FY23: USD422 million)

- Teesta acquisition, restoration work and 1.5GW solar project to
cost around USD2.5 billion, large part to be spent in FY25

- Teesta to restart operations in 2HFY26 at 60% of operating
capacity before reaching 100% from FY28

- Cash accruals from operations to be used to deleverage, with
growth capex financed by external funds, supported by equity
injection of around USD1.4 billion in total over FY24 to FY27

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

The Outlook will be revised to Stable if negative sensitivities are
not met.

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- EBITDA/net interest expense sustained below 1.5x beyond FY25;

- Any shareholder changes that affect the company's risk profile,
including its liquidity and refinancing, risk-management policies
or growth risk appetite;

- Significant adverse developments related to storage projects,
which may include rising construction risk or changes diluting the
economics of the investments;

- Failure to mitigate foreign-exchange risk adequately.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity; Strong Access: Greenko had a readily available
cash balance of USD545 million at end-September 2023, against
current debt maturities of USD880 million. However, Fitch expects
Greenko to refinance its maturities in a timely manner. In
addition, Fitch expects Greenko's liquidity to be boosted by the
reduction in receivables from state utilities.

Fitch expects Greenko to generate negative free cash flow in the
medium term due to its high capex and investments, which will be
funded by a mix of additional debt and equity. However, Greenko
benefits from committed equity investments and solid financial
access, supported by its strong shareholders.

ISSUER PROFILE

Greenko is one of India's leading renewable energy companies, with
an operating capacity of 5.5GW that is diversified by wind (58%),
solar (28%), hydro and other (14%) assets across 14 states. Greenko
is developing PSPs with a total capacity of 7,200 MW across four
states in India.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                   Rating           Prior
   -----------                   ------           -----
Greenko Energy
Holdings                 LT IDR   BB  Affirmed    BB

Greenko Solar
(Mauritius) Limited

   senior unsecured      LT       BB  Affirmed    BB

Greenko Dutch B.V

   senior unsecured      LT       BB  Affirmed    BB

Greenko Power II
Limited

   senior unsecured      LT       BB  Affirmed   BB

Greenko Wind Projects
(Mauritius) Ltd

   senior unsecured      LT       BB  Affirmed   BB


INTERNATIONAL GAME: Fitch Puts 'BB+' IDR on Watch Positive
----------------------------------------------------------
Fitch Ratings has placed the 'BB+' Long-Term Issuer Default Ratings
(IDRs) of International Game Technology plc (IGT) and IGT Lottery
Holdings B.V. (IGTBV) on Rating Watch Positive (RWP) following the
announced spin-off of its Global Gaming and PlayDigital segments,
which will then combine with Everi Holdings Inc. The merged company
will be named International Game Technology, Inc., while IGT will
be renamed at a later date.

The Rating Watch reflects the creation of a pure play lottery
business which will retain predictable and resilient cash flows,
along with a simplified capital structure and EBITDA leverage
driving down to sub-3.0x at closing, expected in late 2024 or early
2025.

The Rating Watch is expected to be resolved upon the completion of
the transaction under the announced terms, which will take longer
than six months.

KEY RATING DRIVERS

Standalone Lottery Business a Credit Strength: IGT's spin-off of
its Global Gaming and PlayDigital segments will result in the
remaining company (RemainCo) being a pure play on the lottery
business. IGT's Global Lottery segment benefits from strong market
penetration (~90% market share in Italy and ~75% in the U.S.),
long-standing customer relationships primarily with governmental
organizations, long-term contracts with recurring revenue, and
robust renewal rates.

The RemainCo, which will change its name along with its ticker on
the NYSE, will be resilient and less prone to recessionary
headwinds and economic shocks, threats seen elsewhere in the gaming
industry, considering it exhibits favorable characteristics such as
less cash flow volatility, stable low-to-mid single-digit growth
rates, and higher profit margins.

The lottery industry is also less exposed to competitive threats,
benefitting from significant barriers to entry due to high
regulatory oversight and capital intensity, while also enjoying
strong tailwinds from iLottery adoption, to the extent
jurisdictions legalize, considering it appears to expand the player
base (including the ability to reach younger generations).
Moreover, the industry has exhibited positive spend-per-capita
trends even during periods of dislocation, despite meaningful
casino development over the last 20 years, including in states that
have legalized traditional casino gaming.

Divestitures Drive Debt Paydown: The RemainCo expects to allocate
at least $2 billion of the $2.2 billion in net proceeds to pay down
its existing debt, in part the term loan by 50% along with other
instruments at management's discretion, which would bring the
EBITDA leverage to sub-3.0x (or around 2.5x on a net cash basis),
from 3.6x at FY 2023. The company does not have any near-term debt
maturities after the expected debt paydown, with the earliest being
2026.

The lottery business has considerable periodic cash demands
including upfront license renewal fees, renewals and extensions of
contracts, which, along with the development of the lottery
terminals, reduce FCF (CFFO less capex). Upcoming capex is expected
to increase due to the maturity of the Italian Lotto contract in
November 2025 and Fitch assumes a part of the upfront cost to renew
the contract will be funded by a draw on its downsized revolver,
which can then be re-financed by an ensuing medium-term bond,
elevating leverage.

Industry Leader: IGT is a market leader in lottery technology and
services and derives a majority of its revenues from draw games and
instants, while competing with Scientific Games and Intralot, two
other major participants. The company contracts with about 40
jurisdictional clients in the U.S., including Texas, California and
New York, and also benefits from a solid market position in the
Italian lottery and Canadian video lottery spaces. Its lottery
contracts are subject to renewals and extensions, but IGT has
generally been able to extend them prior to expiration through
strong performance and value-added services, with California,
Kentucky, and South Dakota among the most recently secured
multi-year extensions, and Connecticut and Brazil being brand-new
wins.

Considerable Cash Demands: The lottery business tends to have
considerable periodic cash demands. IGT will have to manage the
upcoming maturity of the Italian Lotto contract, which was
previously worth about EUR770 million, in 2025, followed by key New
York and Texas licenses up for renewal in 2026, along with some
other smaller opportunities in the Americas. Fitch-defined FCF
after upfront license renewal fees is projected to be negative in
2025 and 2026 and is anticipated to be covered via revolver draws.
Capex intensity is expected to return to normalized levels in 2027,
which tends to be the low point in the cyclical re-bid cycle.

Recurring Revenues: Prior to the sale transaction, about 80% of
IGT's revenues were recurring in nature providing predictable and
sustainable cash flows, with the balance coming mostly from slot
sales. However, these will now rise to around 95% for the
standalone lottery business as relationships tend to be governed by
long-term contracts and will continue to be diversified across
business models, products, and customers. While the lottery
business has historically been successful in converting all of its
top 10 incumbent contract re-bids, the termination of or failure to
renew or extend its contracts, which are awarded through
competitive procurement processes, could place the company at a
competitive disadvantage.

Parent Subsidiary Linkage: Fitch applies the strong subsidiary/weak
parent approach under its Parent and Subsidiary Linkage Rating
Criteria. Fitch views the linkage as strong across IGT's entities
given the openness of access and control by the parent and relative
ease of cash movement throughout the structure. Fitch views the
entities on a consolidated basis, and the ratings are linked.

DERIVATION SUMMARY

IGT's 'BB+' IDR reflects its conservative proforma leverage
profile, solid CFFO generation, and leading market position in the
global lottery and gaming equipment industries.

It has a similar credit profile as Light & Wonder's (LNW;
BB/Stable), another global slot supplier with a similar market
share as IGT's, despite slightly higher leverage thanks to
meaningful lottery exposure, which can withstand higher leverage as
lottery business tends to be resilient and less prone to
recessionary headwinds and economic shocks, threats seen elsewhere
in the gaming industry, resulting in favorable characteristics such
as stable low-to-mid single-digit growth rates, and higher profit
margins. LNW's conservative net leverage target band of 2.5x-3.5x
and solid expected FCF margin position it well for a gaming
supplier and mobile developer.

Aristocrat (ALL; BBB-/Positive), which has a market-leading
position in the slot segment, is rated one-notch higher than IGT,
reflecting its strong business profile as a global gaming supplier
and low gross leverage (target net leverage of 1.0x-2.0x), which
Fitch views as appropriate for a low-investment-grade issuer. ALL
has also made an accelerated and concerted push into the online
real money gaming (RMG) space, while maintaining its leading
position in social casino, casual, and role-playing games (RPG)
gaming genres.

On the other hand, Everi Holdings (EVRI; BB-/RWP) is rated two
notches lower than IGT due to the slot supplier and cash services
provider's smaller size, intense competition, potential regulatory
changes, adaptation risks of new gaming technologies, and
integration risks of newly-acquired companies. However, Fitch has
placed Everi on RWP following the announced transaction with IGT,
reflecting the increased scale and diversification, potential
growth opportunities, and synergies.

IGT is stronger than its lottery peers - Scientific Games
(B/Stable); Intralot (CCC+); and Allwyn (BB-/Stable). Scientific
Games has meaningfully higher leverage (in the 7.0x range), while
Intralot has upcoming re-financing risk and substantial exposure to
emerging markets (Turkey and Argentina account for approximately
25% of its sales, both of which have suffered substantial currency
depreciation), and Allwyn has some group structure complexity and
has instated a more shareholder-friendly policy.

KEY ASSUMPTIONS

- Transaction closes in early 2025;

- For 2024, total revenues narrowly ease, followed by modest low
single-digit growth thereafter;

- Segmentally, 2024 Lottery sales decline about 3% due to a drop in
North American Lottery Management Agreement (LMA) revenue from
lower jackpot activity as compared with the prior year, followed by
a steady growth of approximately 2% over Fitch's forecast horizon.
iLottery, which currently accounts for a small portion of the
segment, continues its double-digit growth potential;

- 2024 Global Gaming segment sales moderate after a strong growth
cycle in 2023 across each of unit sales (both expansionary and
replacement), ASP, installed base units, and yields as Fitch
projects a neutral outlook for global gaming for the year,
reflecting a slight pullback from the pent-up demand seen in the
U.S., which tends to drive nearly 70% of its segment sales.;

- PlayDigital segment's organic sales also experience a marginal
pull back in 2024 but growth still remains in the high single
digits;

- Cost of services and product sales as a percentage of revenue
decline slightly as IGT continues to execute on its 2025 operating
income margin targets, and remains stable thereafter;

- 2024 EBITDA margin remains in the low 40s, rising close to 50%
for the RemainCo;

- Capital commitments remain elevated over Fitch's forecast horizon
due to some potential opportunities in the Americas, a successful
re-bid of the Italian Lotto contract, and key renewals/extensions
in the New York and Texas contracts, resulting in an FCF margin in
the low double digits;

- 2024 Gross debt declines only to accommodate the EUR200 million
annual amortization required by IGT's term loans. Upon closing in
early 2025, debt declines by $2 billion. However, Fitch also
assumes that a part of the upfront cost to renew the Italian Lotto
contract will be funded by a draw on its revolver in mid-late 2025,
which can then be re-financed by an ensuing medium-term bond.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

- Fitch expects to resolve the RWP upon completion of the
contemplated transaction under the proposed terms.

Independent of the Transaction:

- EBITDA leverage declining below 3.5x;

- Stable or growing slot share, particularly in North America;

- New adjacencies (i.e. iLottery and Digital) achieving meaningful
scale faster-than-anticipated.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

- EBITDA leverage sustaining above 4.0x;

- The loss of a material lottery contract(s), meaningful market
share erosion, or a weakening of underlying lottery fundamentals.
Meaningful, debt-funded upfront payments for lottery concessions
could also affect the rating if not coupled with a credible
de-levering strategy;

- Slots business suffering from market share loss or the
deterioration of operating fundamentals.

If the secured notes and term loan are rated investment-grade by
certain combinations of rating agencies, the collateral would fall
away. If this were to transpire, the secured debt would be rated on
par with the IDR and receive no upward notching.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: At Sept. 30, 2023, IGT had USD558 million in
unrestricted cash and USD1.3 billion in additional borrowing
capacity under its partially drawn revolving facilities, both of
which mature in July 2027, compared with a scheduled debt repayment
of EUR200 million per annum for its term loans maturing in January
2027. Fitch projects discretionary FCF to remain healthy in 2024 at
over USD600 million. IGT's capital structure, which is currently
fully secured, does not have any meaningful near-term maturities
until its set of 2026 bonds.

Upon closing of the transaction in early 2025, Fitch estimates the
RemainCo will have about USD500 million in cash and sufficient
availability under its new revolver, which is expected to be
downsized by about 20%, to fund capex requirements for the lottery
re-bids.

ISSUER PROFILE

IGT is a leader in gaming across the lottery, gaming machines, and
digital channels, and provides an integrated portfolio of gaming
technology products and services. It is the world's largest lottery
operator and a top three slots supplier.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt            Rating              Recovery   Prior
   -----------            ------               --------   -----
International Game
Technology plc      LT IDR BB+  Rating Watch On            BB+

   senior secured   LT     BBB- Affirmed          RR2      BBB-

IGT Lottery
Holdings B.V.       LT IDR BB+  Rating Watch On            BB+

   senior secured   LT     BBB- Affirmed          RR2      BBB-


KETER GROUP: Moody's Lowers CFR to Ca, Outlook Stable
-----------------------------------------------------
Moody's Ratings has downgraded Keter Group B.V.'s long-term
corporate family rating to Ca from Caa2 and its probability of
default rating to C-PD from Caa2-PD. Concurrently, Moody's has
downgraded to Ca from Caa2 the EUR1.205 billion senior secured term
loans B1 and B3 (TLBs) due March 2025 and the currently outstanding
EUR105.5 million senior secured term loan B4 due December 2024, and
to B2 from B1 the EUR50 million super senior secured bank credit
facility due December 2024, all borrowed by the company. The
outlook remains stable.  

The rating action follows the company's statement on March 6, 2024
that senior lenders have taken full ownership of the company (on
March 8, 2024) in a transaction that will result in a restructuring
of its debt, which includes a significant haircut and a maturity
extension to December 2029.

RATINGS RATIONALE

The downgrade reflects Moody's expectation that the proposed
transaction will constitute a distressed exchange, which is an
event of default under Moody's definitions. Governance is driving
the rating action as reflected in the very high risk associated
with the company's financial strategy and risk management. The
contemplated restructuring combines both default avoidance and
losses for creditors because of (i) the large debt haircut and (ii)
the maturity extension on the senior debt.

Following recent transfer of ownership to the existing senior
lenders, the recapitalization transaction will include a reduction
of close to 45% of the total EUR1.4 billion outstanding financial
indebtedness, as the existing TL B1, B3 and B4 tranches will be
reinstated into a EUR725 million senior secured facility, while the
EUR50 million super senior facility will not be impaired with the
proposed maturity extended to 2026. The remainder of the TL B1, B3
and B4 tranches (EUR626 million) will be reinstated as deeply
subordinated holdco facilities to be issued by a holding company
outside of Keter's restricted group with interest to be paid in
kind (PIK).

Upon closing of the transaction expected in Q2 2024, Moody's would
review Keter's rating positioning in light of the final capital
structure and cost of funding, company's performance, its liquidity
position, and prospective operating environment.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that the company is
positioned to successfully complete the debt restructuring under
the terms proposed in the lock-up agreement.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward pressure on the rating could materialize if Keter were to
complete the restructuring resulting in the implementation of a
sustainable capital structure. Furthermore, an upgrade of Keter's
ratings would require the company have an adequate liquidity
profile, including comfortable headroom under its covenants.

Moody's could downgrade Keter's rating if creditors' recovery
expectations should weaken further.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Consumer
Durables published in September 2021.

COMPANY PROFILE

Based in the Netherlands, Keter is a producer of a variety of
resin-based consumer goods, including garden furniture and home
storage solutions. In 2023, Keter Group B.V. generated EUR1.4
billion of revenues and EUR246 million of company-reported EBITDA.



TENNET HOLDING: S&P Rates New Hybrid Capital Securities 'BB+'
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term issue rating to the
proposed undated, optionally deferrable, and subordinated hybrid
capital securities to be issued by TenneT Holding B.V.
(A-/Stable/A-2). S&P expects TenneT's issuance to be a dual tranche
offering of at least EUR1.0 billion. With this new issuance, TenneT
intends to refinance its outstanding EUR1.1 billion hybrid security
that has a first-reset date falling in June 2024. S&P will revise
its assessment of this outstanding debt's equity content to minimal
when the company launches the replacement process. S&P views as
immaterial the potential net EUR0.1 billon reduction in total stock
of hybrids outstanding.

S&P said, "We consider the proposed securities will have
intermediate equity content until their first reset date, which we
understand will fall at the end of the three-month par call period
to start no earlier than five years from issuance. Until their
first reset date, the securities meet our criteria in terms of
ability to absorb losses or conserve cash if needed. The current
capital market transaction occurs amid the potential sale of
TenneT's German activities (representing about 70% of total EBITDA)
to the German state. We understand TenneT remains fully committed
to maintain hybrid capital as a permanent part of its capital
structure. If we see a change in financial policy regarding hybrid
bonds compared with our current assumption, we will review our
equity treatment and possibly that of any potential future hybrid
issuances. Such a change could come from the potential sale of
TenneT's German activities or a failure to replace the second
remaining EUR1.0 billion hybrid with a first reset date falling in
October 2025 in a timely manner."

S&P derive its 'BB+' issue rating on the proposed securities by
notching down from our 'bbb' stand-alone credit profile on TenneT.
As per its methodology, the two-notch differential reflects:

-- A one-notch deduction for subordination because the rating on
TenneT is above 'BBB-'.

-- An additional one-notch deduction to reflect payment
flexibility--the deferral of interest is optional.

S&P said, "The number of downward notches reflects our view that
TenneT is relatively unlikely to defer interest. Should our view
change, we may deduct additional notches to derive the issue
rating. Furthermore, to capture our view of the intermediate equity
content of the proposed securities, we allocate 50% of the related
payments on these securities as a fixed charge and 50% as
equivalent to a common dividend, in line with our hybrid capital
criteria. The 50% treatment of principal and accrued interest also
applies to our adjustment of debt."

TenneT will be able to redeem the securities for cash at any time
in the three months between their optional first-call date and
reset date, and then on every interest payment date thereafter. The
company has underscored its willingness to maintain or replace the
securities in a statement of intent. This statement narrows the
likelihood that the issuer will repurchase the notes on the open
market. Although the proposed securities are perpetual with no
fixed maturity date, they can be called at any time if there is an
external tax, rating, or accounting event. S&P sees the likelihood
of such an event as remote.

S&P said, "We understand that the interest on the proposed
securities will increase by 25 basis points (bps) five years after
the first reset date, then by an additional 75 bps at the second
step-up date, 20 years after the first reset date. We view any
step-up above 25 bps as presenting an economic incentive to redeem
the instrument, and therefore treat the date of the second step-up
as the instrument's effective maturity."

Key Factors in S&P's Assessment of the Instrument's Deferability

S&P said, "In our view, TenneT's option to defer payment on the
proposed securities is discretionary. This means that the issuer
may elect not to pay accrued interest on an interest payment date
because doing so is not an event of default. However, any deferred
interest payment will have to be settled in cash if TenneT declares
or pays a dividend on shares or interest on equally ranking
securities, and if the issuer redeems or repurchases shares or
equally ranking securities. Nevertheless, this condition remains
acceptable under our methodology because, once the issuer has
settled the deferred amount, it can still choose to defer on the
next interest payment date."

Key Factors in S&P's Assessment of the Instrument's Subordination

The proposed security and coupons are intended to constitute
TenneT's direct, unsecured, and subordinated obligation, ranking
senior to its common shares.




===========
N O R W A Y
===========

SECTOR ALARM: Moody's Affirms B3 CFR & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Ratings has affirmed the B3 corporate family rating, B3-PD
probability of default rating and the B3 rating of the senior
secured bank credit facilities of Sector Alarm Holding AS (Sector
Alarm or the company). The outlook on all ratings has been changed
to negative from stable.

The change in outlook to negative is driven by (1) Sector Alarm's
below target level performance in Northern Europe on customer
attrition and additions in 2023, largely driven by the impact of
the challenging macroeconomic environment; (2) weakening liquidity
reserves over the next 12 months, as the company's elevated
expansionary capex requirements are likely to consume cash; (3)
improving growth momentum, however controlling customer attrition
rate in Northern Europe and the high inflationary environment will
continue to pose challenges in 2024; and (4) EUR100 million
revolving credit facility (RCF) (of which EUR46 million is drawn as
of December 2023) nearing maturity in June 2025 which Moody's
expects to be extended in a timely manner.

"While Moody's expect the company's gross leverage (Moody's
adjusted) to reduce to below 7.0x in 2024 from 9.2x in 2023, its
free cash flow is likely to remain materially negative over the
next 12 months and the company will need to rely on its RCF to fund
its cash requirements" says Gunjan Dixit, a Moody's Vice President
– Senior Credit Officer and lead analyst for Sector Alarm.

"Shareholders' have injected NOK500 million of equity in 2023 to
restore liquidity, however more equity support will be needed in
Moody's view, for the company to comfortably continue with its
capex intensive expansion plan and achieve improved credit metrics
over the next 12-24 months", says Ms. Dixit.

RATINGS RATIONALE

In 2023, Sector Alarm's generated adjusted EBITDA (as calculated by
the company) of NOK1.1 billion in line with its guidance, after
adding back significant one-off costs.  Performance during the year
was impacted by high customer acquisition costs (CPA) of NOK21,412
million (up 7% in constant currency) driven by below budget CPA
performance in Northern Europe and materially high CPA in Southern
Europe where the company is expanding as well as higher hardware
costs. The company also incurred material one-off costs of NOK207
million during the year including costs in relation to the
implementation of the Growth & Investment programme (completed in
2023) that will contribute over NOK200 million in annual cost
savings from 2024 onwards.  Attrition rate was high at 8.3% in 2023
compared to 6.9% in 2022 and net customer growth was 50% lower than
2022 at 14,210. The company is seeing some improvement in customer
loyalty and higher pace of new customer additions since the last
quarter of 2023. However, performance for Northern Europe, which
accounts for a large portion of Sector Alarm's revenues, remains
challenging in the backdrop of a challenging macro-economic
environment.

For 2024, Sector Alarm expects its adjusted EBITDA to improve to
NOK1.2 billion. This improvement in EBITDA will be driven by
significantly higher targeted net customer growth of 35,000 driven
by 90,000 new customer additions budgeted for the year, despite
elevated terminations in H12024 and continued ARPU developments.
CPA will remain higher than the company's target as it will
continue to expand in Southern Europe while volumes in Northern
Europe are budgeted to remain below historical levels due to
continued challenging market conditions. EBITDA will nonetheless
see the full year benefit of cost savings associated with the
Growth & Improvement programme and materially reduced one-off
costs. While Sector Alarm's 2024 budget appears credible, it
carries some execution risks in the backdrop of the difficult
macro-economic environment.

The rating agency forecasts that Moody's-adjusted leverage will
improve to well below 7.0x in 2024 (9.2x in 2023), largely driven
by an improvement in EBITDA and a material drop in exceptional
one-off costs. The improvement in EBITDA over 2024 will only be
partly offset by increased debt, as the company will need to
further draw on its RCF to fund its liquidity needs.

Following negative Moody's-adjusted free cash flow (FCF) of NOK532
million in 2023, driven by higher cash outflow in relation to
customer acquisition related capex and increased interest payment
of NOK442 million (NOK230 million in 2022), Moody's expects FCF to
improve but remain negative at around NOK350 million in 2024. This
negative FCF will be a combination of continued investments in its
capex-intensive expansion programme and elevated interest payment.
Consequently, Moody's-adjusted EBITA/ Interest ratio will remain
weak at below 2.0x in 2024.

Nevertheless, underlying sector fundamentals remain strong, in
Moody's view, offering the opportunity for profitable growth.
Furthermore Sector Alarm can quickly deleverage should it choose to
slow down its new customer growth. Moody's expects the company to
prioritize deleveraging in 2024/25 as it approaches the maturity
date of its debt (term loans mature in June 2026). Positively, the
shareholders injected NOK500 million of equity in May 2023 to
support the company's growth and Moody's expects the shareholders
to remain supportive and timely fund any shortfall in future growth
or liquidity needs.

RATING OUTLOOK

The negative outlook reflects Sector Alarm's continued negative
free cash flow as well as its reducing liquidity reserves over the
next 12-18 months driven by a combination of the company's
extensive customer acquisition investment programme and higher
interest burden.

Stabilization of outlook would require (1) 2024 performance
continuing in line with the business plan; (2) extension of the RCF
ahead of it turning into a current liability in June 2024; (3)
shareholder support in the form of equity for restoring liquidity
and supporting capex investments; and (4) improving credit metrics
signaling a move towards a more tolerable leverage well ahead of
the company's debt maturity dates.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Downward ratings pressure is likely, if: (1) Moody's-adjusted gross
debt/ EBITDA fails to see a material improvement in 2024 and its
liquidity reserves are not replenished proactively; (2) If there is
a pronounced decline in the company's operating performance or if
its FCF (after customer acquisition costs) remains materially
negative; and (3) any change in financial policy that increases
expected leverage, including using debt to finance growth in the
subscriber base

Upward ratings pressure could develop over time, if: (1) the
company pursues a balanced growth strategy alongside solid
operating performance that sustains Moody's-adjusted gross debt/
EBITDA well below 6x; (2) FCF (after customer acquisition costs)
turns neutral to positive; and (3) its liquidity is comfortable at
all times.

LIQUIDITY

The company's liquidity profile will weaken over the next 12
months. As of December 31, 2023, the company's cash on balance
sheet was only NOK14 million, down from NOK125 million in 2022 and
it had a drawing capacity of EUR54 million (EUR26.2 million under
the RCF and EUR27.8 million under the Ancillary facility).
Although, Moody's expect the company to generate around NOK600
million of funds from operations in the next 12 months, this will
only partially fund its extensive capital spending programme.
Therefore, the company will require further external funds and will
need to rely on its RCF during 2024 and particularly in 2025, when
it will also require additionally shareholder support. The
company's RCF is due for maturity in June 2025 and Moody's
currently expects the company to extend its maturity in a timely
manner.

Moody's expects the company to remain in compliance with its
springing covenant under the RCF, when it's drawn above 40% over
the next 12-18 months.

The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.

PROFILE

Headquartered in Oslo, Norway, Sector Alarm is a leading provider
of monitored alarm solutions. It operates in eight countries across
Europe under the Sector Alarm brand name (as well as Phone Watch in
Ireland). During 2023, Sector Alarm reported NOK3,516 million in
revenue and NOK875 million in company reported EBITDA. The company
is majority owned by its current CEO and founder, Jorgen Dahl, with
KKR holding a 30% minority stake.




===============
P O R T U G A L
===============

BANCO BPI: S&P Lowers Senior Sub. Instruments Rating to 'BB+'
-------------------------------------------------------------
S&P Global Ratings corrected the ratings assigned to the
instruments issued under Portugal-based Banco BPI S.A.'s Euro
medium-term note (EMTN) program. It lowered to 'BBB-' from 'BBB'
the rating assigned to senior subordinated instruments under the
program and to 'BB+' from 'BBB-' the rating assigned to
subordinated debt. At the moment, Banco BPI (BBB+/Stable/A-2) has
no rated senior subordinated or subordinated debt issuances placed
under the program.

Due to an error, S&P mistakenly raised these ratings on Sept. 16,
2022.

The additional loss-absorbing capacity built up at the parent would
not be available to support Banco BPI's bail-inable instruments.
Therefore, the correct issue ratings are:

-- 'BBB-' for a senior subordinated instrument (two notches below
S&P's rating on Banco BPI).

-- 'BB+' for a subordinated instrument (three notches below S&P's
rating on Banco BPI).


HAITONG BANK: S&P Affirms 'BB' ICR, Outlook Negative
----------------------------------------------------
S&P Global Ratings took the following rating actions on the
following Portuguese banks:

-- Banco Comercial Portugues S.A.: S&P revised its outlook to
positive from stable and affirmed its 'BBB-/A-3' ratings. S&P also
affirmed the 'BBB/A-2' resolution counterparty ratings (RCRs).

-- Banco BPI S.A.: S&P affirmed its 'BBB+/A-2' ratings and
maintained the stable outlook. S&P also affirmed the 'BBB+/A-2'
RCRs. Additionally, S&P revised its stand-alone credit profile
(SACP) to 'bbb' from 'bbb-'.

-- Haitong Bank S.A.: S&P affirmed its 'BB/B' ratings and
maintained the negative outlook. Additionally, S&P revised its SACP
to 'b+' from 'b', and withdrew the ratings on its euro medium-term
note program at the bank's request.

As announced earlier, on March 5, 2024, S&P raised its ratings on
Banco Santander Totta S.A. immediately following the rating action
on the sovereign.

Rationale

S&P Global Ratings raised its long-term sovereign credit rating on
Portugal to 'A-' on external and government deleveraging and
assigned a positive outlook. Portugal's external financial balance
sheet has steadily improved and external liquidity risks have
reduced as a result. S&P said, "We expect current account
surpluses, the transfer of Next Generation EU grants to Portugal,
and continuing private sector deleveraging will further improve
Portugal's external position over 2024-2027. We estimate that net
external debt to current account receipts will decline below 100%
in 2026. Furthermore, Portugal's general government debt-to-GDP
ratio has been trending down to below pre-pandemic levels and is
now at 90% of GDP, thanks to prudent fiscal policies and resilient
economic growth. We expect this trend to continue over the coming
three years, albeit at a slower pace."

The lower indebtedness of the Portuguese private sector reduces
credit risk. The private sector, both households and companies, has
been deleveraging for more than a decade. As a result, its leverage
is now more aligned with its debt capacity, which should bode well
for Portuguese banks' future asset quality performance. S&P said,
"We estimate that the Portuguese private sector's debt ended 2023
at 136% of GDP, down from 162% two years ago. We expect this trend
to continue in the short term, as demand for new lending will
likely remain muted."

Legacy problem loans continued to be worked out and only limited
new problem loans have emerged.Throughout 2023 the stock of
Portuguese banks' problematic assets has continued declining,
reaching 4.2% as of Sept. 30, 2023, with banks' cost of risk also
reducing to 47 basis points (bps). The impact of the higher cost of
living and tighter financing conditions on credit performance has
been negligible so far, although we expect to see some lag effects
this year. Overall, however, we expect the deterioration ahead to
be manageable, with banks' nonperforming exposures potentially
rising to 4.5%-5.0% in 2024 and 5.0%-5.2% in 2025, and credit costs
to 55 bps in 2024 and 50 bps in 2025. That is because, despite
decelerating, economic growth will remain supportive for employment
and the cost of debt for borrowers remain overall affordable. We
expect the bulk of banks' mortgages to prove fairly resilient. At
the same time, some of the small and midsize enterprises (most
likely those with higher leverage) and low-income households could
be under pressure (for the latter particularly on its unsecured
consumer lending obligations).

Deleveraging has improved banks' funding profiles. Portuguese banks
currently hold deposits in excess of loans and thus have a minimal
reliance on external funding. Indeed, the banking system's net
external position turned negative (i.e., banks became external
lenders) back in 2021 and remained negative since then. In 2023
Portuguese banks repaid about EUR7 billion of targeted longer-term
refinancing operations to the European Central Bank, of which the
remaining balance amounts to just EUR4.7 billion, and managed to
maintain sound liquidity thereafter. Banks have tapped the foreign
capital markets only occasionally and primarily to build up their
minimum requirement for own funds and eligible liabilities (MREL),
rather than to fulfill pure funding needs. But S&P thinks they
could access it if needed. The ongoing improvement of Portugal's
sovereign creditworthiness should further support investors'
appetite for Portuguese risk, including for Portuguese banks.

The favorable interest rate environment and solid efficiency
boosted banks' profitability. Portuguese banks' profitability
improved notably in 2023, outperforming our expectations. The rapid
increase of interest rates pushed up banks' net interest income
significantly (banks' net interest margin reached 2.6% in the first
nine months of 2023 compared with 1.5% in the first nine months of
2022), given that most lending is at floating rates. Deposits
migrated from demand to time deposits to a larger extent than in
other countries, but still banks were able to contain the increase
in funding costs. Additionally, previous years' efforts on the cost
side paid off and the efficiency ratio further improved, to an
estimated 45% at end-September 2023, comparing well with peers. S&P
said, "The containment of the cost of risk at 47 bps also supported
banks' bottom lines. As a result, the Portuguese banking system
posted a return on average equity of 14.6% for the first nine
months of 2023, which compares well with the average 4.5% reported
over the past five years, and we think the improvement is
sustainable. Indeed, we expect banks' 2024 profitability to remain
solid. Finally, we note that previously wide differences in
performance among peers have reduced."

Reduced economic risks improve banks' capital buffers. S&P's
revision of Portugal BICRA's economic risk assessment has on
average a benefit of 100 bps on its calculation of banks'
risk-adjusted capital (RAC) ratios, meaning that the banks will
have wider buffers to deal with unexpected losses. The higher
capital buffer has led to the revision of Banco BPI's SACP. But
banks' RAC forecasts have further upside, given S&P now sees a
positive trend in its assessment of economic risks. This positive
trend portends diminishing external imbalances, with the real
estate market also decelerating on tighter financing conditions and
government measures to encourage housing affordability.

S&P said, "A potential improvement of our view of economic risk or
industry risk for the Portuguese banking sector in the future would
lead to a better anchor. If external imbalances reduced, or our
view of Portuguese banking system funding or profitability improved
relative to its peers, we could review our assessment of economic
or industry risks for banks operating in Portugal. If any of the
two materialized, the anchor or starting point for rating financial
institutions with operations mainly in Portugal would improve to
'bbb' from 'bbb-'. That is why we revised to positive our outlook
on Banco Comercial Portugues."

Banco Comercial Portugues S.A.
Primary credit analyst: Miriam Fernandez

Rationale

S&P said, "The outlook revision reflects our view that BCP's credit
profile could benefit from easing external imbalances in Portugal
or improved industry dynamics in the coming quarters. BCP's credit
risk profile has gradually improved in absolute terms and relative
to peers' amid easing economic risks for the Portuguese system,
with its capitalization strengthening materially over the past two
years. We estimate that our RAC ratio will hover around 9.0%-9.5%
over 2024-2026, compared with our 7.7% expectation at end-2023,
7.7% at end-2022, and 6.6% at end-2021. Our forecast includes about
20 bps improvement thanks to the higher sovereign rating and 70 bps
from lower economic risks for Portuguese banks.

"We expect solid internal capital generation to be driven by
resilient profitability, with return on equity (ROE) standing
around 13.5%-15.0% through 2026, while maintaining
better-than-peers efficiency levels (cost to income estimated at
around 36%). We also expect asset quality deterioration to be
manageable, aided by the resilient labor market in Portugal. We
thus forecast the nonperforming exposure ratio will remain below
4.5% (3.4% at end-2023) and the cost of risk (including credit and
provisions for foreclosed assets and restructured funds) will
gradually decline to 65 bps-70 bps in 2024-2025 (compared with 83
bps in 2023).

"The rating on BCP also incorporates still-above-normalized levels
of provisions for its Polish operations. In particular, we consider
about EUR100 million for the expected extension of credit holidays
in 2024, and a total of EUR375 million of Swiss franc (CHF)
provisions in 2024-2025, bringing legal coverage close to 100% of
CHF-denominated loans. Our forecasts also factor a 50% payout
ratio.

"Our rating on BCP does not benefit from uplift for additional
loss-absorbing capacity (ALAC) because we believe that the buffer
of instruments is not large enough to protect senior creditors in a
resolution scenario. That is because BCP is filling its MREL
requirements largely with senior preferred debt. In our ALAC
calculations, therefore, we only include four Tier 2 instruments,
which amount to just 160 bps-180 bps of S&P Global Ratings
risk-weighted assets (RWAs). Given the concentration of ALAC in a
limited number of instruments, which entails higher refinancing
risks, we believe that the appropriate threshold for a one-notch
ALAC uplift is 350 bps (50 bps above the standard threshold) and
700 bps for two notches (100 bps above the standard threshold). We
calculate ALAC based on the resolution perimeter, so we exclude
from our estimates any bail-in-able instruments issued outside the
perimeter, as well as RWAs outside the Portuguese perimeter."

Outlook

The positive outlook reflects that S&P could raise the rating over
the next 18-24 months. S&P expects BCP's underlying performance to
remain solid and asset quality erosion to remain controlled.

Upside scenario: An upgrade could happen if industry or economic
risks eased for banks operating in Portugal. Although less likely,
an upgrade could also materialize if BCP's RAC ratio consolidated
sustainably above 10%.

Downside scenario: S&P could revise the outlook to stable if it
revised its view of the trends on economic risks and industry risk
for the Portuguese banking system to stable and S&P does not see
the bank on its own strengthening its capitalization, that is, with
the RAC ratio sustainably exceeding 10%.


Banco Comercial Portugues S.A.--Ratings Score Snapshot

                                 TO              FROM

  ISSUER CREDIT RATING BBB-/POSITIVE/A-3     BBB-/STABLE/A-3

  SACP                          bbb-             bbb-

  Anchor                        bbb-             bbb-

  Business position         Adequate (0)       Adequate (0)

  Capital and earnings      Adequate (0)       Adequate (0)

  Risk position             Adequate (0)       Adequate (0)

  Funding                   Adequate (0)       Adequate (0)

  Liquidity                 Adequate (0)       Adequate (0)

  Comparable ratings analysis     0               0

  Support                         0               0

  ALAC support                    0               0

  GRE support                     0               0

  Group support                   0               0

  Sovereign support               0               0

  Additional factors              0               0


SACP--Stand-alone credit profile.


Banco BPI S.A.
Primary credit analyst: Miriam Fernandez

Rationale

The affirmation reflects S&P's view that the long-term rating on
Banco BPI, a highly strategic subsidiary of Caixabank
(A-/Stable/A-2), already incorporates as much group support from
its parent as possible, sitting one-notch below that on Caixabank.

S&P said, "However, we revised up our assessment of BPI's SACP to
'bbb' from 'bbb-', following the easing economic risks for banks
operating in Portugal and the positive rating action on the
sovereign, which have strengthened BPI's capital position. We now
forecast our RAC ratio will stand sustainably above 10%, hovering
around 11.0% through 2025, despite likely higher dividend payments
to the parent. The sovereign upgrade added 20 bps to our 2022 pro
forma RAC ratio, while the lower economic risk assessment of
Portugal had a positive 140-bps impact."

Outlook

S&P said, "Our stable outlook reflects our expectation that BPI
will remain a highly strategic subsidiary of Caixabank. If economic
or industry risks in Portugal diminished and our anchor starting
point for rating banks operating in Portugal improved to 'bbb' from
'bbb-', this could positively influence our assessment of BPI's
SACP. Under such a scenario, hybrid ratings would not be impacted,
since they are notched down from the issuer credit rating on BPI."

Downside scenario: S&P could lower its rating on BPI in the next
18-24 months if it lowered the long-term rating on Caixabank, since
S&P caps the rating on BPI at one notch below the rating on the
parent.

Upside scenario: An upgrade is highly unlikely because S&P is
including as much extraordinary support as possible from the
parent, given BPI's group status and the current rating on
Caixabank. However, we could consider raising the rating if S&P
raised the rating on Caixabank.


Banco BPI S.A.--Ratings Score Snapshot

                                 TO              FROM

  ISSUER CREDIT RATING     BBB+/STABLE/A-2    BBB+/STABLE/A-2

  SACP                          bbb               bbb-

  Anchor                        bbb-              bbb-

  Business position         Adequate (0)       Adequate (0)

  Capital and earnings      Strong (+1)        Adequate (0)

  Risk position             Adequate (0)       Adequate (0)

  Funding                   Adequate (0)       Adequate (0)        
   

  Liquidity                 Adequate (0)       Adequate (0)

  Comparable ratings analysis    0                 0

  Support                       +1                +2

  ALAC support                   0                 0

  GRE support                    0                 0

  Group support                 +1                +2
      
  Sovereign support              0                 0

  Additional factors             0                 0

SACP--Stand-alone credit profile.


Haitong Bank S.A.
Primary credit analyst: Anaïs Ozyavuz

Rationale

S&P said, "The affirmation reflects our view that our rating on
Haitong Bank (HB) already incorporates as much group support from
Haitong Securities Co. Ltd (HTS) as possible, given that the rating
already stands one notch below its parent group's 'bb+' SACP.
Because we revised the SACP on HB to 'b+' from 'b', we now include
two notches of group support to the rating, instead of three
previously, which reflects that we consider HB as a strategically
important subsidiary of HTS (BBB/Negative/A-2).

"The upward revision of our assessment of HB's SACP to 'b+',
reflects primarily our favorable view of the bank's
creditworthiness relative to peers with a 'b' SACP. We see better
profitability prospects than what we previously anticipated,
although HB's cost-to-income ratio is set to remain elevated, at
close to 80%. We expect the bank to continue posting positive,
albeit modest, earnings over the next 12-18 months, with core
earnings of less than EUR11 million, and its ROE to average
1.4%-1.5%, slightly up from an average of 0.55% over 2020-2021.
While we foresee some asset quality erosion, mainly because of
slowing economic activities in main geographies of operations, we
expect the deterioration to be manageable with HB's NPL ratio
remaining below 2% (1.2% as of end-2023) and cost of risk at 150
bps-160 bps. HB's capitalization remains strong and still benefits
from easing economic risk in Portugal. Yet, its ability to generate
capital organically remains limited. We consider its inherently
riskier business model will continue weighing on its risk profile,
particularly as the bank remains largely exposed to
speculative-grade companies and still demonstrates material
single-name concentration."

Outlook

The negative outlook on HB reflects the pressures S&P sees on the
SACP of its ultimate parent, HTS.

Downside scenario: S&P could lower the rating in the next 12-18
months if it believed that the parent's capacity to support its
Portuguese subsidiary had reduced. Specifically, this could occur
if S&P was to downgrade HTS. Although not its base-case scenario,
S&P could lower its ratings on HB if its importance to HTS
diminishes.

Upside scenario: S&P might revise the outlook to stable over the
next 12-18 months if it foresaw a material reduction in downside
risks for HTS' SACP.

Haitong Bank S.A.--Ratings Score Snapshot

                                 TO                FROM

  ISSUER CREDIT RATING       BB/NEGATIVE/B     BB/NEGATIVE/B

  SACP                           b+                 b

  Anchor                        bbb-               bbb-

  Business position          Constrained (-2)   Constrained (-2)

  Capital and earnings       Strong (+1)        Strong (+1)

  Risk position              Constrained (-2)   Constrained (-2)

  Funding                    Moderate (-1)      Moderate (-1)

  Liquidity                  Adequate (0)       Adequate (0)

  Comparable ratings analysis   0                   -1

  Support                      +2                   +3

  ALAC support                  0                    0

  GRE support                   0                    0

  Group support                +2                   +3

  Sovereign support             0                    0

  Additional factors            0                    0

SACP--Stand-alone credit profile.


  BICRA Score Snapshot

  Banking Industry Country Risk Assessment—Portugal

                                 TO                 FROM

  BICRA GROUP                     5                  5

  Economic risk                   5                  6

  Economic resilience      Intermediate risk    Intermediate risk

  Economic imbalances         High risk          High risk

  Credit risk in the economy Intermediate risk   High risk

  Trend                       Positive            Positive

  Industry risk                   5                 5

  Institutional framework  Intermediate risk   Intermediate risk

  Competitive dynamics        High risk          High risk

  Systemwide funding       Intermediate risk  Intermediate risk

  Trend                        Positive          Stable

Banking Industry Country Risk Assessment (BICRA) economic risk and
industry risk scores are on a scale from 1 (lowest risk) to 10
(highest risk).

  Ratings List

  BANCO COMERCIAL PORTUGUES S.A.

  RATINGS AFFIRMED  

  BANCO COMERCIAL PORTUGUES S.A.
   Resolution Counterparty Rating         BBB/--/A-2

  BANCO COMERCIAL PORTUGUES S.A.

   Senior Unsecured                       BBB-

   Subordinated                           BB

  RATINGS AFFIRMED; OUTLOOK ACTION  

                                        TO         FROM
  BANCO COMERCIAL PORTUGUES S.A.

   Issuer Credit Rating      BBB-/Positive/A-3    BBB-/Stable/A-3


  BANCO BPI S.A.

  RATINGS AFFIRMED  

  BANCO BPI S.A.

   Issuer Credit Rating                 BBB+/Stable/A-2  

   Resolution Counterparty Rating         BBB+/--/A-2


  HAITONG SECURITIES CO. LTD.

  RATINGS AFFIRMED  

  HAITONG BANK S.A.

   Issuer Credit Rating             BB/Negative/B




=========
S P A I N
=========

ANSELMA ISSUER: S&P Affirms BB Rating on Class B Secured Debt
-------------------------------------------------------------
S&P Global Ratings affirmed Anselma Issuer S.A.'s (Anselma) S&P
Underlying Rating (SPUR) on the class A debt and the issue rating
on the class B senior secured debt at 'BB' and removed it from
CreditWatch negative, with the '3' (65%) recovery rating on the
class B debt unchanged.

The negative outlook on the Class A SPUR and Class B issue rating
reflects the risks associated with the contractual implications
that could result from the EoDs outstanding and the uncertainty
about other potential EoDs that could be called by the controlling
creditor.

On Dec. 29, 2023, Anselma and the project's owner Verbund AG
(Verbund, A+/Stable/--) agreed to convert EUR19.2 million of
existing shareholder loans into profit participation loans (PPL),
which, under the Spanish Corporate Law can be considered to offset
cumulated economic losses, thus restoring a positive equity
position for the issuer.

At the same time, S&P affirmed its 'AA' issue rating on the class A
senior secured debt, for which the outlook remains stable,
mirroring that on monoline insurer Assured Guaranty (Europe) SA
(AGE; AA/Stable/--).

Anselma issued EUR125 million of class A and EUR77.963 million of
class B senior secured, pari passu, fully amortizing, fixed-rate
bonds due Dec. 31, 2038.

The debt is serviced via the regulated cash flows from the
operations of 18 photovoltaic (PV) plants. Situated throughout
Spain and commercially operational since 2007 or 2008, each plant
benefits from the Spanish regulatory framework for renewable
projects. The plants have a nominal capacity totaling 35.34
megawatts (MW) and consist of 92% crystalline silicon modules and
8% cadmium telluride thin film modules provided by 17 different
manufacturers. Of the inverters, 87.4% are central and 12.6% are
string, and they were provided by 10 different manufacturers.

Q-Energy Asset Management S.L. is the umbrella operations and
maintenance (O&M) contractor for the entire portfolio, which has in
turn subcontracted all responsibilities and obligations to Vela
Energy Asset Management (VEAM).

Under S&P's captured electricity price assumptions, on average
about 82% of Anselma's revenue will be generated from the return on
investment (Rinv), 11% from the remuneration on operations (Ro),
and 7% from pool revenue.

Key strengths

-- The class A bonds benefit from an irrevocable and unconditional
guarantee of payment from the monoline insurer AGE, which is the
controlling creditor. Under S&P's criteria, the issue rating
reflects the higher of our SPUR and the rating on AGE. In this
case, the issue rating on the class A bonds reflects the rating on
AGE because it is higher than the SPUR.

-- The regulatory framework is supportive, providing a substantial
cushion for underperformance, since it guarantees the Rinv upon the
PV plants reaching a minimum threshold of electricity production,
which represents about 60% of their annual production.

-- The project benefits from portfolio diversification, with 18 PV
plants located in different parts of Spain.

Key risks

-- According to the notice from the controlling creditor, Anselma
is currently in breach of various covenants, which constitute
continuing EoDs under the bond documentation.

-- While the negative equity position as of December 2022 was
solved before the end of 2023, S&P understands high depreciation
and impairment charges may again deteriorate the net equity of the
issuer in the coming years.

-- Electricity price volatility can affect the revenue profile in
the short and long term, as seen in this and previous rating
actions. This happens when there is a significant deviation between
the government's captured electricity price assumptions, which
determine the regulated remuneration within the three-year
semi-regulatory period, and actual values.

S&P now expects captured electricity prices will likely decrease
below those published by the government for 2023-2025. The
decreasing captured solar prices will be the result of more solar
capacity being installed in Spain, which could also result in more
curtailments that we factor in our assumptions.

The debt does not benefit from a perfected first-ranking security
interest on land when owned and on equipment, which has been done
to avoid incurring the associated stamp duty liability. Instead, it
relies on a binding contractual obligation known as a promissory
mortgage, enforceable under Spanish law, from the issuer to grant
and perfect security over land (when owned) and equipment on the
occurrence of defined trigger events, including the debt service
coverage ratio (DSCR) falling below 1.10x or upon the occurrence of
an EoD. However, the project's receivables--that is, its right to
remuneration under the regulatory regime--are pledged as security,
which we view as a mitigating factor.
The conversion of the shareholder loans into PPL averts the risk of
dissolution for Anselma for the time being, even though the equity
position may still deteriorate in the coming years as result of
high depreciation charges and potential impairment losses. On Dec.
29, 2023, Anselma and Verbund agreed to amend the existing
shareholder loan agreements, converting EUR19.2 million into PPL,
which adds to the existing EUR5.0 million PPL already on the
issuer's accounts as of December 2022. The total amount of EUR24.2
million in PPL fully covers the negative equity position reported
at year-end 2022 and accumulated over the years as a result of high
depreciation and impairment charges. S&P understands the issuer
expects that these charges will continue to erode its net equity
position over the coming years and is therefore in discussions with
the controlling creditor over remedies for the long term.

Discussions between the issuer and the controlling creditor are
still ongoing, as EoDs are still outstanding. The controlling
creditor notified in December 2023 an EoD following issuer's
failure to comply with general undertakings under the financial
documents. This is because the issuer and its subsidiaries still
hold several bank accounts since closing date, and which were
required to be closed within a specified timeframe under the bond
trust deed. Anselma still collects revenue on five of those bank
accounts, one of which is related to the Cuerva PV plant (Cuerva
Account) and is not pledged in favor of the secured creditors. The
issuer is actively working with the controlling creditor to amend
the financial documents, including the extension of the pledge to
the Cuerva Account. S&P said, "We understand discussion with the
controlling creditor and involved banks also include the setup of a
cash sweep mechanism so that all cash received on the existing bank
account will be transferred automatically to the Proceeds Accounts
on a daily basis. We reflect the risks associated to this EoD in
our negative outlook on the Class A SPUR and Class B issue
rating."

Talks between the controlling creditor and the issuer are still
ongoing in relation to other three EoDs. In relation to the EoD
following failure to comply with certain disclosure requirements
under the transaction documents related to a new insurance policy
contracted by the O&M provider, within the jumbo contract O&M
scope, parties are still discussing remedies and analyzing if the
new terms and coverage are in line with those established in the
financial documentation. In any case, with the current insurance
policy due to expire in June 2024, S&P understands the issuer is
already searching for a new policy that satisfies all the
requirements under the bond trust deed.

Two additional EoDs notified during 2023 relate to the dissolution
of Anselma's tax group as result of Verbund's acquisition in July
2022 and to the alleged breach of information undertakings in
relation to the operating financial model. S&P already reflects in
its base case our preliminary understanding of the dissolution of
the tax group, while it understands the issuer will submit in the
coming weeks a new model which will reflect the outcome of current
discussions with the controlling creditor and will be audited by an
external third party.

S&P said, "We understand conversations with the controlling
creditor also continue in relation to other topics. In particular,
the compliance certificate as of December 2023 reported a bond life
cover ratio of 1.09x, which is below the financial condition of
1.10x required under the bond trust deed.

"We reflect the risks related to the combinations of the
outstanding EoDs and potential additional EoDs in our negative
outlook on the Class A SPUR and Class B issue rating. We continue
to assume that the related promissory mortgage payment that could
be triggered by the EoDs would be paid at a time that is not
detrimental to the Project's financial position.

"The stable outlook on our issue rating on Anselma's class A notes
mirrors the outlook on the guarantor, AGE."

The negative outlook on Class A SPUR and Class B issue rating
reflects the contractual implications that could result from the
EoDs outstanding. It also reflects the uncertainty about other
potential EoDs that could be called by the controlling creditor,
including a potential breach of the 1.05x DSCR covenant, given that
Anselma's buffer will be limited until 2025.

S&P said, "We could lower our issue rating or revise our outlook to
negative on the class A notes if we were to take a similar action
on AGE.

"We could lower the SPUR on the Class A notes and the issue rating
on the Class B notes in the next one to two years if the
outstanding EoDs and the potential EoDs that could occur were not
remedied or depending on the materiality and advancement on the
resolution of each of them."

A downgrade could also occur due to one or more of the below
factors:

-- Over- or under-remuneration in the short term that would, in
S&P's view, be material and detrimental to the financial metrics of
the project at the current SPUR.

-- Negative operational performance at the project with, for
example, strong curtailments.

S&P could raise its issue rating on the class A notes or revise our
outlook to positive if it was to take a similar action on AGE.

An outlook revision to stable for the Class A SPUR and the issue
rating on the Class B notes would require that the outstanding and
potential EoDs are waived or at least a significant advancement has
been made to resolve them. This would need to be coupled with:

-- Maintenance of existing headroom in financial credit metrics
and no material deterioration due to, for example, over or
under-remuneration in the short term; and

-- A positive operational performance from the project, together
with no material impact from curtailments.


GRIFOLS SA: S&P Lowers LongTerm ICR to 'B', On Watch Negative
-------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Spanish pharmaceutical group Grifols S.A. to 'B' and placed the
rating on CreditWatch with negative implications.

The CreditWatch placement indicates that S&P could lower the
ratings on Grifols if it does not believe it can repay its EUR1
billion senior unsecured debt maturing May 2025. S&P will seek to
resolve the CreditWatch within the next three months.

Grifols' deleveraging path for 2024 will be slower than expected.
Grifols' profitably will be slightly lower than anticipated in
2024, due to higher restructuring costs planned by the company.
Also, weaker cash conversion in both 2023 and 2024 will weigh on
deleveraging prospects for 2024. Free cash flow generation will
fall by more than EUR500 million in total between 2023 and 2024
versus the previous base case, because of the higher committed
growth capital expenditure (capex) linked to the Immunotek
acquisition and higher restructuring costs in 2024 (EUR110 million
as disclosed by the company from EUR50 million embedded in our
previous base case). S&P said, "We previously assumed a free cash
flow generation of EUR400 million in 2024, which would have left
the company in a much stronger financial position to work on the
refinancing of its May 2025 EUR1 billion senior unsecured notes
with its core bank throughout 2024. Also, we are lowering our
margin expectation by 100 basis points (bps) to just above 20%, due
to the restructuring costs; nevertheless, this will still represent
a margin increase of close to 200 bps versus 2023."

Grifols intends to use upcoming proceeds from its 20% stake
disposal in Shanghai RAAS to repay debt; however, it won't be able
to use it to repay its EUR1 billion unsecured notes maturing 2025.
Grifols has two big instruments maturing in 2025: one in February
for an outstanding amount of EUR836 million secured notes, and
another EUR1 billion outstanding unsecured notes in May. As stated
during its earnings call, Grifols is committed to using the $1.8
billion proceeds from the Shanghai RAAS transaction to repay debt,
even if the transaction is still subject to various regulatory
approvals. S&P said, "However, as per the current debt
documentation, we understand proceeds can only be used on a pro
rata basis to repay the group's secured debt, leaving the company
unable to use them to repay the May 2025 maturity. Having said
that, we note that the deleveraging path for 2024 will be slower
than we previously anticipated; we expect 2024 debt to EBITDA to
stand at 6.6x versus previous expectations of 5.6x."

After 2024, Grifols' liquidity faces challenges. The company
continues to have sufficient liquidity, with a sources-to-uses
ratio at close to 1.2x over the next 12 months as of year end 2023
(including the proceeds from Shanghai RAAS). However, if S&P looks
further ahead, the company will likely fall short of liquidity
funding to cover both 2025 maturities, especially given its new
expectation of negative free cash flow generation in 2024. As of
year-end 2023, Grifols had slightly more than EUR500 million cash
on hand and an availability of $600 million under its revolving
credit facility (RCF) maturing in November 2025.

S&P said, "In our view, Grifols will receive the proceeds of its
sale of its Shanghai RAAS stake during 2024 but can only allocate a
small portion of these (EUR240 million according to our
computation) to repay part of the February 2025 notes, and none for
its May 2025 maturity. As a result, we placed the rating on
CreditWatch with negative implications. We will monitor the group's
funding situation and refinancing plans regarding its May 2025 EUR1
billion unsecured senior notes. Without evidence of a clear
refinancing plan in the next three months or if for any reason
Haier pulled out of the deal, which is not our base case, we could
lower the rating.

"We revised the management and governance assessment to moderately
negative, reflecting Grifols' lack of preparedness for its upcoming
2025 maturity. Governance appears to be relatively weaker when
compared to other listed companies. As a result, we changed our
management and governance assessment to moderately negative from
neutral, as the company has not addressed its 2025 maturities.
Additionally, the guidance revision on free cash flow for 2024 due
to management inability to adequately model and predict upcoming
capex or costly restructuring costs demonstrate some weakness in
Grifols' overall risk management.

"The CreditWatch placement indicates that we could lower the
ratings on Grifols if we do not believe it can raise sufficient
funds to repay its upcoming EUR1 billion senior unsecured debt
maturing May 2025. We could affirm our ratings if the company
refinances its 2025 maturities and maintains adequate liquidity in
the next few months. We will seek to resolve the CreditWatch
placement within the next three months."


PROMOTORA DE INFORMACIONES: S&P Raises ICR to 'B-' on Deleveraging
------------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Spain-based education and media company Promotora de Informaciones
S.A. (Prisa) to 'B-' from 'CCC+'.

The stable outlook indicates that S&P expects sound performance
over the next 12 months, supporting free cash flow generation and
deleveraging. The outlook reflects FOCF after lease payments
turning sustainably positive from 2025, and Prisa maintaining an
adequate liquidity position while addressing its 2026 debt
maturities well in advance.

S&P said, "We raised our rating on Prisa because its revenue and
EBITDA growth outperformed our base case in 2023 and we anticipate
that free cash flow generation will improve further in 2024 and
2025. The company's educational business, Santillana, outperformed
our expectations, benefitting from continuing digitalization in the
K-12 market in Latin America and strong sales of books in Brazil
and in Argentina. In addition, Prisa's radio advertising and
newspaper business proved to be more resilient than forecast,
delivering sound growth, despite the difficult macroeconomic
conditions. Based on the strong top-line growth, Prisa generated
higher earnings and positive S&P Global Ratings-adjusted FOCF of
EUR15 million, exceeding our January 2023 base case. The company
also converted a large proportion of its MCNs into equity in 2023.
As a result, adjusted debt to EBITDA declined to 6.4x and EBITDA
interest coverage exceeded 1.5x, making the company's capital
structure more sustainable.

"We forecast that revenue will be stable in 2024 and return to
growth in 2025. We anticipate a temporary decline in adjusted
EBITDA in 2024, based on the flat revenue and higher development
costs for learning materials. Expansion in the educational business
is predicted to support the resumption of EBITDA growth in 2025. We
therefore expect Prisa's FOCF to remain robust in 2024 and continue
growing in 2025. We anticipate that the company's leverage will
temporarily increase to about 7.4x in 2024, but will be below 7.0x
in 2025."

Prisa's free cash flow generation has improved and should turn
sustainably positive in 2025. FOCF benefits from the group's sound
earnings and lower cash interest payments. Prisa's cash interest
costs were lower in 2023 than we had initially forecast due to
declining base interest rates and lower financial debt. Almost all
of the company's debt pays a floating rate; about 40% is hedged
until 2025. In addition, the group repaid EUR110 million of its
junior debt, which paid cash interest 3% over EURIBOR and
payment-in-kind interest from the proceeds of the MCNs issued in
2023. Overall, the cash-paying debt dropped to about EUR923 million
in 2023 from EUR1 billion in 2022.

S&P said, "We expect a further reduction in Prisa's cash interest
in 2024 and 2025. FOCF is forecast to improve to about EUR18
million in 2024 and about EUR38 million in 2025 (from EUR15 million
in 2023 and EUR5 million in 2022). We anticipate that reported FOCF
after leases will show a moderate outflow of EUR9 million in 2024
and then turn positive in 2025."

If Prisa converts more of its debt-like MCNs into equity, it could
reduce its leverage faster. The group converted about EUR99 million
of its EUR130 million MCNs into equity during 2023, and a further
EUR7.5 million were converted in February 2024. S&P said, "Because
we treat MCNs as a debt-like instrument, in line with our criteria,
the conversion to equity improved our adjusted leverage metric. On
March 12, 2024, Prisa's board of directors approved a plan to issue
another EUR100 million of MCNs under similar terms and conditions
as the 2023 issuance. The proceeds will be used to partly repay the
outstanding junior loan and support liquidity. If Prisa completes
this issuance successfully, it would further reduce its interest
payments and support FOCF. Furthermore, should the company choose
to convert the new MCNs into equity, it would further reduce the
debt amount and adjusted debt to EBITDA ratio."

S&P said, "We consider that Prisa's educational business has solid
medium-term growth prospects. Over five years, the company intends
to harness its strong market positions in Latin American K-12
educational markets to capture the growth created by the ongoing
digitalization of these markets. Prisa aims to expand its
subscriber base within its private market sales operations. We
forecast that subscriptions will grow steadily by about 9%-10%; the
company reached 2.8 million subscriptions in 2023, 7% up on 2022.
Although sales to public markets tend to be more volatile, we
expect Prisa to continue to perform well in this segment. Public
markets, chiefly schools, depend on public budgets, the
macroeconomic situation, curriculum reforms, and governmental
decisions regarding renewals and novelties in each country.
Therefore, some of these sales could be delayed, shifting into the
next fiscal period. This would affect Prisa's operating
performance. That said, in our view, Prisa has offset this
volatility, in part, by its geographical diversity--it is present
in 19 local markets in Latin America. We therefore anticipate that
Prisa's educational business will continue to fuel growth in the
medium term."

Prisa reports in euros and nearly all of its debt is denominated in
euros. It is therefore subject to a currency mismatch that exposes
its capital structure to foreign currency exchange volatility. S&P
forecasts that earnings from Latin America will contribute more
than 70% of adjusted EBITDA for any given year. The group's local
currency earnings are converted to euros and upstreamed as
dividends to Prisa; this is the largest of the cash streams that
Prisa uses to service its debt.

S&P said, "The stable outlook indicates that we expect Prisa's
performance to remain sound over the next 12 months and that
organic growth of its revenue and earnings will support free cash
flow generation and a reduction in leverage. The outlook assumes
that FOCF (after lease payments) will see a moderate outflow in
2024 then turn sustainably positive in 2025, and that the liquidity
position will remain adequate. It also assumes that the company
will address its 2026 debt maturities in good time.

"We could lower the ratings if Prisa's operating performance falls
short of our base case, so that the capital structure became
unsustainable. In such a case, FOCF would remain persistently
negative, EBITDA interest coverage would fall below 1.5x, and
leverage would spike. We could also lower the rating if the
liquidity position weakens and covenant headroom tightens, or if we
saw an increase in refinancing risks because Prisa fails to address
its 2026 debt maturities in a timely fashion.

"We consider an upgrade to be remote. Over the longer term, we
could raise the rating if Prisa were to materially outperform our
base case, such that it generated sufficient FOCF, translating into
FOCF to debt above 5%, while reducing leverage sustainably below
7.0x. Any upgrade would also depend on Prisa addressing the
refinancing of its capital structure well before debt maturities
became current.

"Governance factors are a moderately negative consideration in our
credit analysis of Prisa, given the company's historically very
high leverage. It has undergone several debt restructurings over
the past three years. Several large shareholders have material
influence over its board of directors and strategic decisions. That
said, over the past two years, the company has focused on reducing
its leverage and shareholders have supported the issuance of MCNs
and the conversion of MCNs to equity, as well as the refinancing of
some of the company's financial debt."




===========================
U N I T E D   K I N G D O M
===========================

ASTON MARTIN: Moody's Hikes CFR to B3 & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Ratings has upgraded Aston Martin Lagonda Global Holdings
plc's (AML or Aston Martin) corporate family rating to B3 from Caa1
and the Probability of Default Rating to B3-PD from Caa1-PD.
Concurrently, Moody's has assigned a B3 instrument rating to the
new GBP1.1 billion equivalent backed senior secured notes with at
least 5-year tenor to be issued by Aston Martin Capital Holdings
Limited. The Caa1 instrument rating of the existing $1,155.5
million backed senior secured first-lien notes due November 2025
issued by Aston Martin Capital Holdings Limited, which was reviewed
in the rating committee, remains unchanged and will be withdrawn
upon redemption. The outlook has been changed to stable from
positive for both entities.

RATINGS RATIONALE

The upgrade of AML's CFR to B3 from Caa1 and the outlook change to
stable from positive reflects Moody's expectation that the company
will successfully complete the refinancing of its c. $1.2 billion
currently outstanding senior secured notes issued by Aston Martin
Capital Holdings Limited falling due in November 2025. With just
over 20 months to maturity remaining, the refinancing risk has been
constraining AML's ratings and a failure to address it well ahead
of maturity would have resulted in negative pressure on the ratings
over time. In addition to the extension of the maturity profile,
the full repayment of the remaining c. $122 million of second-lien
notes due November 2026 through an increase in senior notes should
result in a meaningful reduction in AML's financing cost. Moody's
notes that the upgrade of the ratings is contingent on the
successful completion of the refinancing, and any failure to do so
would likely result in a negative rating action.

While the contemplated refinancing transaction is structured to be
leverage-neutral, AML's financial leverage as measured by
Moody's-adjusted Debt/ EBITDA remains very high. Supported by
continued EBITDA growth, Moody's forecasts AML's leverage to
decrease to around 9.0x by year-end December 2024, before trending
towards 6.0x in 2025. Although Moody's expects AML's leverage to
remain very high for the B3 rating for at least the next 12-18
months, it represents a large improvement compared to the 25x
leverage at year-end 2023.

The rating action further reflects AML's operating performance
which continued to gradually improve through 2023, achieving 18%
revenue growth to GBP1.6 billion and a company-adjusted EBITDA of
over GBP300 million. The company's performance in 2023 was fuelled
by the successful launch of the new DB12 and the continued strong
demand for its DBX, which alone accounted for nearly half of the
total 6,620 units sold in 2023. Despite the relatively low
wholesale volume growth of around 3%, the company has achieved a
15% increase in the total average selling price (ASP) to GBP231k
year-on-year, driving the strong revenue growth. The "Specials"
such as the limited-edition models Valkyrie and Valour have been an
important lever to drive the ASP, despite their low volumes.

Moody's forecasts AML's revenue to reach around GBP1.7 billion in
2024 and GBP1.9 billion in 2025. This is based on the rating
agency's expectation that the recently launched new Vantage, the
upcoming replacement for the DBS and the refresh of the DBX later
this year will support further growth in wholesale volumes.

Based on the assumptions of higher volumes and an ASP of nearly
GBP240k on average, Moody's forecasts AML's Moody's-adjusted EBITDA
(adjusted for capitalised development cost) to reach just under
GBP150 million in 2024 and around GBP200 million in 2025. Supported
by the improved profitability but constrained by continuously high
capital spending of about GBP330 million p.a. over the next two
years, Moody's expects AML's free cash flow to break even in 2025
after another outflow of around GBP150 million in 2024. However,
Moody's notes that any delay in the ramp-up of new models would
likely have a materially negative impact on the company's free cash
flow profile.

Considering the anticipated improvement in the AML's cash
generation, its nearly GBP400 million cash position at the end of
2023 and its access to a new GBP170 million revolving credit
facility (RCF) which is upsized from GBP100 million previously and
expected to be fully undrawn post refinancing, Moody's does not
expect AML to require additional debt or equity funding over the
next two years. Hence, Moody's would consider AML's capital
structure getting closer to a sustainable state once the
refinancing is completed.

ESG CONSIDERATIONS

AML's ratings also reflect a number of environmental, social and
governance (ESG) considerations that are inherent to the automotive
industry. This includes higher environmental standards, stricter
emission regulations and electrification; autonomous driving and
connectivity; increasing vehicle safety regulations; and the entry
of new market participants. In line with the company's guidance to
invest GBP2 billion over five years, including technology access
fees, Moody's expects AML as well as its peers to continue to
require sizeable investments to cope with these challenges, which
will continue to constrain free cash flows in the coming years,
although eased by the strategic supplier agreements with
Mercedes-Benz and Lucid.

LIQUIDITY ANALYSIS

Moody's considers AML's liquidity to be adequate. As of December
31, 2023, the company had GBP392 million of cash on the balance
sheet and access to its GBP100 million RCF due in August 2025,
although drawn down by GBP89 million. Pro forma for the
contemplated refinancing transaction, the RCF commitment will be
increased to GBP170 million and the facility will be fully undrawn
initially. In addition, the company has an inventory repurchase
programme in place.

AML's RCF is subject to a springing net leverage covenant which is
tested when the facility is drawn by more than 40% and Moody's
expects the company to maintain sufficient headroom as it continues
to reduce its leverage (as defined by the covenant).

Moody's forecasts AML's free cash flow (Moody's-adjusted) to turn
positive in the second half of 2024, but still substantially
negative with more than GBP150 million of cash burn in 2024, before
breaking even in 2025. Supported by its substantial cash balance,
Moody's expects AML's liquidity to remain at least adequate over
the next 12-18 months.

STRUCTURAL CONSIDERATIONS

Pro forma for the contemplated refinancing transaction, the
instrument rating of the senior secured notes with at least 5-year
tenor is aligned with the B3 CFR, despite the priority position of
the GBP170 million super senior RCF and because of its moderate
size compared to the GBP1.1 billion equivalent of backed senior
secured notes. In line with the previous capital structure, the new
senior secured notes will be issued by Aston Martin Capital
Holdings Limited, while the RCF continues to be borrowed by Aston
Martin Lagonda Limited.

The shared security and guarantee package for the notes and RCF is
expected to cover 96% of AML's EBITDA and 90% of AML's assets, and
includes the main factory in Gaydon and significant intellectual
property. Other debt includes various working capital financing
arrangements and some smaller debt facilities.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that AML's credit
metrics will continue to improve over the next 12-18 months,
supported by strong revenue and EBITDA growth, fuelled by recent
and upcoming new model launches and a healthy order book. The
outlook further assumes that AML will remain committed to a
balanced financial policy with a clear focus on deleveraging whilst
maintaining an adequate liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward pressure on the rating could materialise if there is
evidence of solid demand for AML's renewed model lineup, providing
for good revenue visibility through order books and underpinning
the company's volume growth ambitions. It would also require the
Moody's-adjusted Debt/EBITDA to sustainably decrease below 5.5x,
Moody's-adjusted EBITA/Interest to sustainably improve towards
2.0x, and AML's liquidity to be good supported by a consistently
positive Moody's-adjusted free cash flow.

Downward pressure on the rating could develop if AML's revenue and
Moody's-adjusted EBITDA decline again as a result of decreasing
sales volumes or pricing pressure, Moody's-adjusted EBITDA fails to
decrease below 7.0x, Moody's-adjusted EBITA/Interest fails to
improve to around 1.0x, the Moody's-adjusted free cash flow fails
to improve to around break-even or liquidity deteriorates
materially.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Automobile
Manufacturers published in May 2021.

CORPORATE PROFILE

Based in Gaydon in the UK, Aston Martin Lagonda Global Holdings plc
is a luxury car manufacturer and has generated GBP1.6 billion of
revenue from the sale of 6,620 cars (based on wholesale units) in
2023. AML is a UK-listed business and its largest shareholder is
Yew Tree Overseas Limited, a consortium led by the executive
chairman of the company Lawrence Stroll.


ASTON MARTIN: S&P Raises LongTerm ICR to 'B-', Outlook Stable
-------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Aston Martin Global Holdings PLC (Aston Martin) and the issue
rating on its existing 2025 senior secured notes to 'B-' from
'CCC+'. S&P also assigned its 'B-' issue rating to the proposed
GBP1,140 million-equivalent senior secured notes, with a recovery
rating of '3' (recovery expectations: 50%-70%; rounded estimate:
50%).

The stable outlook reflects S&P's view that volume growth and a
continued rise in the average selling price will significantly
support an increase in revenues and EBITDA generation in 2024.
Additionally, credit metrics show material signs of improvement,
and we expect the group will generate positive FOCF from the second
half of 2024.

An increase in wholesale volumes and the average selling price will
support Aston Martin's revenues and EBITDA growth. Wholesale
volumes marginally missed expectations in 2023 and totaled 6,620
vehicles, compared with forecasts of about 7,000 at the start of
the year. Sports and GT cars -- including the DB11, DB12, DBS, and
Vantage models -- accounted for 53% of sales, SUVs -- including the
DBX and its iterations -- for 44%, and special models --
particularly the Valkyrie -- for 3%. Aston Martin fell short of
expectations because of delivery and production slowdowns in the
second half of 2023, mainly relating to the DB12. S&P expects
volumes will rise to about 7,300 in 2024, with a slight increase in
sports car volumes -- driven by the DB12 and the updated DBS -- and
special models, including the Valour and the Valkyrie. DBX volumes
will reduce slightly due to portfolio transition (new interior and
infotainment launch). The increasing proportion of higher-priced
models that the group expects to sell through 2024 will likely
increase the average selling price to GBP240,000-GBP245,000 in
2024, from about GBP231,000 in 2023. This will support continued
revenue growth of about 14%.0-16.5% to GBP1,860 million-GBP1,905
million in 2024, compared with 18% in 2023. Profitability will
likely increase because of Aston Martin's broad model mix and a
rise in the number of sales of higher-margin models, such as the
Valour, DB12, and the Valkyrie Spider. S&P expects gross margins
will increase to 40% in 2024, versus 39% in 2023, while reported
EBITDA will increase to about GBP450 million, from GBP306 million
in 2023. After adjusting for about GBP240 million-GBP260 million in
capitalized development costs, it expects adjusted EBITDA of about
GBP175 million-GBP210 million and margins of 9.2%-11.0% in 2024.
The latter will exceed 13% in 2025. Overall, this will support
Aston Martin's improving credit metrics.

Cash balances have strengthened and remain steady, supporting the
group's ability to withstand potential operational setbacks.Cash
balances at the end of 2023 totaled GBP392 million, down from
GBP583 million at the end of 2022. Yet, Aston Martin continued to
rely on shareholder support to preserve liquidity and manage its
balance sheet, with GBP390 million of equity investments in 2023.
The group notably used some of the liquidity support to reduce its
gross debt. It repurchased $121.7 million of its second-lien notes
in November 2023 and made its first payment of GBP27 million to
electric car manufacturer Lucid Motors (Lucid) as part of its
technology access agreement.

S&P said, "We expect cash burn will remain elevated in the first
half of 2024. Aston Martin's transition to new and updated models
-- namely the new Vantage, a replacement for the flagship DBS, and
the updated DBX -- later in the year increases its inventory. We
expect deposit outflows will be at their highest level in the first
half of 2024 because of the delivery of special models, including
the Valour and the Valkyrie. We expect deliveries will increase and
reduce the group's inventory in the second half of 2024, supporting
a reduction in working capital outflows.

"Aston Martin benefits from a more sustainable debt to EBITDA,
although the group remains highly leveraged, and an improved cash
interest cover. Historically, Aston Martin's credit metrics were
not meaningful because the group generated negative adjusted
EBITDA. 2023 represented a turning point as we estimate Aston
Martin has generated marginally positive adjusted EBITDA of up to
GBP10 million, compared with negative GBP35 million-GBP45 million
over 2021-2022. Reported EBITDA of about GBP306 million in 2023 is
adjusted significantly for capitalized development costs of about
GBP269 million. We expect that the adjustment will be marginally
lower this year and that Aston Martin's profitability will improve
significantly. We therefore forecast adjusted debt to EBITDA of
about 6.3x-7.0x in 2024, with funds from operations (FFO) to debt
of 5.5%-7.5%. We expect FFO generation will be positive for the
first time in 2024 since the group still suffered from high cash
interest costs in 2023. We therefore expect FFO to cash interest
coverage will be 1.5x-2.0x this year, commensurate with the 'B-'
rating requirements."

Aston Martin's proposed refinancing strengthens its liquidity
profile. Aston Martin plans to issue GBP1,140 million-equivalent
senior secured notes, while increasing the size of its now super
senior revolving credit facility (RCF) to GBP170 million. The group
plans to use the proceeds of the senior secured notes to redeem the
existing 2025 senior secured notes and the second-lien notes, and
repay the drawn amount under its existing RCF. The notes raised are
in GBP and USD. This will extend Aston Martin's maturity wall to at
least 2029. As such, the group's refinancing risk, which remained a
key factor constraining the rating, will reduce materially over our
rating horizon. S&P said, "Following the transaction, we expect
gross debt levels in 2024 will be about GBP1.35 billion, including
adjustments for lease liabilities and pension-related obligations,
as well as other adjustments for inventory and wholesale financing.
We expect cash interest costs will decrease marginally under the
new financing package to about GBP110 million-GBP115 million in
2024, from about GBP120 million in 2023." This is because of the
redemption of the higher-margin (15%) second-lien notes and the
expectation of a slightly lower margin on the new senior secured
notes compared to the existing notes.

S&P said, "We expect the group's FOCF generation will not turn
positive for full-year 2024, but we we anticipate significant
improvements over the next 12-18 months. Aston Martin's FOCF in the
first half of 2024 will likely remain negative, given that the
group will execute most wholesale deliveries--which we expect will
account for about 70% of 2024 volumes--only in the second half of
the year due to new product launches. In addition, FOCF will likely
suffer from higher working capital outflows of about GBP100 million
in the first half of 2024 and subdued inflows from lower
deliveries. If Aston Martin can deliver on its volume forecast, we
expect that it will generate positive FOCF in the fourth quarter of
2024 and that deliveries will be highest in the fourth quarter.
Overall, FOCF will remain negative at GBP150 million-GBP180 million
in 2024, even though this represents a significant improvement from
negative GBP360 million-GBP395 million in 2023 and negative GBP298
million in 2022. We expect positive FOCF of GBP50 million-GBP100
million in 2025." High capital expenditure (capex) remains a drag
on FOCF generation but will likely fall to GBP340 million-GBP360
million in 2024, from about GBP392 million in 2023, and remain
similar in 2025. From 2025, Aston Martin will earmark an increasing
portion of capex for investments in battery electric vehicles (BEV)
and architecture development, including payments to Lucid. The
group will complete most of its investments in internal combustion
engine vehicles by the end of 2024.

Partnership agreements are key to Aston Martin's long-term success
and the group could require more shareholder support. In addition
to Mercedes-Benz--which has a long-standing partnership with Aston
Martin, supports the group's powertrain capabilities, and will
likely support its vehicle architecture for PHEV and BEV
models--other key players in the automotive industry took a stake
in Aston Martin in the past 12 months. These includes Geely, which
is the third-largest shareholder in the group, after the Yew Tree
Consortium and Saudi Arabia's Public Investment Fund. Geely will
support Aston Martin's presence in the important Chinese automotive
market and give the group access to a range of technologies and
components. Lucid holds a 3.7% stake in Aston Martin and will be
crucial to support Aston Martin's BEV ambitions since it provides
access to powertrain components, battery systems, and software.

The stable outlook reflects S&P's view that volume growth and a
continued rise in the average selling price will support increasing
revenues and EBITDA generation over 2024-2025, with adjusted
margins exceeding 9.2%. In addition, S&P expects Aston Martin will
generate positive FOCF from the second half of 2024.

S&P could lower the rating on Aston Martin if:

-- The group was not able to increase volumes in 2024, in line
with expectations, with adjusted EBITDA margins falling below 8%,
leading to a potential deterioration in credit metrics;

-- FOCF generation did not improve in line with expectations,
leading to prolonged periods of negative adjusted FOCF;

-- Liquidity reduced because of high cash burn and lower sales
volumes; or

-- Cash interest coverage decreased and remained below 1.5x.

S&P said, "We could raise the rating on Aston Martin if wholesale
volumes and revenue growth improved in line with our base case,
leading to an increase in profitability. Additionally, adjusted
EBITDA margins would have to sustainably exceed 10%, with FFO cash
interest coverage well above 2.0x. We would also expect to see
consistently positive FOCF generation and no concerns on Aston
Martin's liquidity."


BASE CHILDRENSWEAR: Goes Into Administration
--------------------------------------------
Business Sale reports that a retailer of designer clothing for
children that forms part of the Frasers Group has been placed into
administration, just over a year after being acquired from JD
Sports.

Michael Vincent Lennon and Benjamin John Wiles of Kroll have been
appointed as joint administrators of Base Childrenswear, Business
Sale relates.

Base Childrenswear was one of a raft of clothing businesses that
Frasers Group acquired from JD Sports in December 2022 in a deal
worth up to GBP47.5 million, along with brands including Tessuti,
Topgrade Sportswear, Kids Cavern, Clothingsites and Pretty Green.

The company, which claims to be the UK's leading retailer of
designer clothing for children aged 0-16, was brought under the
Flannels brand following the acquisition and began trading as
Flannels Jnr.  Administrators from Kroll have also been appointed
to Dantra, which trades as Kids Cavern and Flannels Jnr, Business
Sale discloses.

Base Childrenswear Limited's most recent accounts at Companies
House cover the year ending January 29, 2022.  At the time, company
directors said that the business had experienced a "challenging"
year as a result of ongoing economic uncertainty from the COVID-19
pandemic, Business Sale notes.

However, despite still being impacted by the pandemic, the company
said that its e-commerce operation was continuing to grow
profitably, Business Sale relays.  The company stated that
e-commerce would "remain the primary focus of growth and together
with strategic store openings and end of lease store closures will
create a balanced and focused retail operation."

The company's results during that period reflected this tentative
improvement, with the business reporting turnover of GBP13.4
million, up from GBP11.8 million a year previously, while cutting
its operating losses from GBP746,000 to GBP387,000, Business Sale
states.

At the time, its total assets were valued at around GBP6.6 million,
but the company's debts left it with net liabilities exceeding GBP2
million, according to Business Sale.


BRITISH AIRWAYS: Moody's Puts 'Ba1' CFR on Review for Upgrade
-------------------------------------------------------------
Moody's Ratings has placed British Airways, Plc's (BA or the
company) Ba1 corporate family rating on review for upgrade.

Moody's also placed the respective ratings assigned to each class
of the company's enhanced equipment trust certificates
("Certificates") on review for upgrade. Please see the debt list
herein for the list of enhanced equipment trust certificate
ratings.

Previously, the outlook for both British Airways and each
pass-through trust financing was stable.

"The opening of the ratings review reflects the combination of
strong improvements in operating performance since the pandemic,
debt repayments and a resilient trading environment, leading to key
credit ratios for BA being commensurate with an investment grade
rating at the end of 2023" says Frederic Duranson, a Moody's Vice
President -- Senior Analyst and lead analyst for BA''.

The rating actions on the Certificates reflect the opening of a
review on British Airways.

RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS

British Airways has continued to recover its passenger volumes in
2023, which were 90% of 2019 levels for the year. Healthy leisure
demand made up for the slower recovery in corporate travel, which
is currently at around 65% of 2019 in volume and around 75% in
value. Yields were up +2.5% in 2023, although they moderated in the
second half of the year, versus record highs in 2022. Materially
higher capacity and cost efficiencies reduced non-fuel unit costs
by 9%. As a result, BA's operating profit was GBP1.4 billion in
2023, corresponding to a 10% margin.

Combined with the repayment of its GBP2 billion unsecured term loan
partially guaranteed by UK Export Finance (UKEF), higher profit led
to a Moody's adjusted gross debt/EBITDA of 2.8x as of December 31,
2023.

The trading environment for BA remains supportive. Despite
continued capacity additions, both booking volumes and booked
yields are ahead of 2023. Given the continued weak macroeconomic
environment, Moody's prudently forecasts that yields will remain
broadly flat. On the cost side, growing load factors help reduce
unit costs. A material step down in airport fees at BA's main
London Heathrow hub will benefit the airline over proportionately
versus its parent IAG. The full impact of higher wages agreed
throughout 2023 and significant investments in IT to improve
customer experience will somewhat constrain operating profit growth
in 2023. Nevertheless, the rating agency expects that BA operating
profit will reach GBP1.8 billion this year, leading to a reduction
in adjusted leverage to 2.6x.

Moody's forecasts modestly negative free cash flow (FCF, after
lease repayments and dividend payments) for the 2023-2025 period.
In the absence of dividend payments, the rating agency would expect
BA to generate comfortably positive FCF. The company has material
capex for fleet renewal to restore capacity following the early and
permanent retirement of a large number of older, less fuel
efficient aircraft during the pandemic.

British Airways' credit strengths which support its credit quality
include (1) the company's strong brand and competitive position on
profitable routes and key airports; and an extensive global
network; (2) a solid margin profile for the airline industry; (3)
its high importance within International Consolidated Airlines
Group, S.A. (IAG – Ba1 on review for upgrade) and if required,
assumed financial support from IAG; (4) effective management of the
company through the pandemic and strong volume and pricing growth
in 2022 and 2023; and (5) strong recovery of key transatlantic
routes which have the potential to remain more resilient than the
overall market given their wealthier customer demographic.

The company's credit quality also reflects constraints such as the
difficult macroeconomic environment, including subdued economic
growth in the UK and persistent inflation. These factors means that
price inelasticity of demand remains a central question as BA
continues to face high fuel prices (despite good hedging coverage)
and inflation across labour and other costs. BA also bears risks of
operational disruptions across the aviation ecosystem as seen in
August 2023. BA's exposure to corporate travel, which is taking
longer to recover from the pandemic, has made it more reliant on
leisure travel.

The ratings could be upgraded if the company's Moody's-adjusted
gross debt/EBITDA is below 3x on a sustainable basis, while
Moody's-adjusted retained cash flow/debt is sustainably above 25%,
and operating margins remain comfortably above 10%. An upgrade
would also require the company to maintain strong liquidity.

The ratings could be downgraded if the company's Moody's-adjusted
leverage moves back above 4.0x, or if Moody's-adjusted retained
cash flow/debt reduces sustainably well below 20%. The ratings
could also be downgraded if the company's operating margins fell
back toward a mid-single digit percentage, or if liquidity weakens
materially.

In addition, a material increase in IAG's debt levels or a
substantial deterioration of the operating performance of IAG's
other airline subsidiaries could put negative pressure on British
Airways' ratings.

Any combination of future changes in the underlying credit quality
or ratings of British Airways, unexpected changes in its fleet that
de-emphasizes the models in these transactions or unexpected
material changes in the market value of the aircraft could cause
Moody's to change its ratings of the Certificates.

LIQUIDITY

British Airways has strong liquidity, totaling GBP4.6 billion as at
December 2023, and comprising cash of GBP1.2 billion, GBP3.1
billion undrawn general facilities and GBP0.3 billion of undrawn
committed aircraft facilities. The general facilities include a
$1.346 billion revolving credit facility (RCF) which was extended
by one year to March 2026 and two GBP1 billion UKEF-guaranteed
undrawn facilities, maturing in 2026 and 2028 respectively. Moody's
forecasts that total liquidity will be over 30% of revenue in
2024-25. Funds available at the IAG parent company level further
support British Airway's liquidity. Total cash held at the IAG
parent company level and other non-airline company companies
amounted to around EUR5.5 billion as at December 2023.

OUTLOOK

The ratings of British Airways and each pass-through trust
financing is on review. The review on British Airways will focus on
(i) Moody's assessment of BA's ability to achieve and maintain
credit ratios and financial policies commensurate with an
investment grade rating, with a degree of cushion to absorb some
downside risks, and (ii) its contribution to and relative
performance versus the broader IAG. Moody's expects that any
upgrade of British Airways would be limited to one notch.

The outcome of the review of British Airways' rating will inform
the outcome of the review of the Certificates ratings. Moody's
expects to upgrade each EETC by one notch should it upgrade the
rating of British Airways. Certificate ratings reflect Moody's
estimates of the peak loan-to-value for each class in each
transaction and its opinion of the importance of the aircraft
collateral in each transaction to an airline's route network.

COMPANY PROFILE

Based in Harmondsworth, UK, British Airways is the UK's largest
international scheduled airline and Europe's third-largest airline
carrier in terms of revenue. In 2023, the company reported revenue
and operating profit before exceptional items of GBP14.3 billion
and GBP1.4 billion, respectively. British Airways reports as part
of broader airline company IAG, incorporated in Spain, with a dual
listing there and in the UK.

LIST OF AFFECTED RATINGS

Issuer: British Airways, Plc

On Review for Upgrade:

LT Corporate Family Rating (Foreign Currency), Placed on Review
for Upgrade, currently Ba1

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2013-1A

On Review for Upgrade:

BACKED Senior Secured Enhanced Equipment Trust (Local Currency),
Placed on Review for Upgrade, currently Aa3

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2018-1A

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently Baa1

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2018-1AA

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently Aa3

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2019-1A

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently Baa2

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2019-1AA

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently A1

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2021-1A

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently A1

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

Issuer: British Airways Pass Through Trust 2021-1B

On Review for Upgrade:

Senior Secured Enhanced Equipment Trust (Local Currency), Placed
on Review for Upgrade, currently Baa1

Outlook Actions:

Outlook, Changed To Rating Under Review From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in rating British Airways, Plc was
Passenger Airlines published in August 2021.


CARLAUREN GROUP: SFO Conducts Raids as Part of Fraud Probe
----------------------------------------------------------
Liam Chorley at Isle of Wright County Press reports that the
Serious Fraud Office carried out two raids and made three arrests
as part of an investigation into the controversial Carlauren Group,
which bought sites on the Isle of Wight, including the Ocean Hotel
and King's House.

According to Isle of Wright County Press, the raids in St
Leonard's, Dorset, and Aylesbury, Buckinghamshire, are part of an
investigation into an alleged GBP76 million fraud involving luxury
care homes.

The UK registered property developer collapsed into administration
in November 2019, requiring some elderly residents to vacate their
homes and leaving more than 600 investors out of pocket, Isle of
Wright County Press recounts.

Over four years, the Carlauren Group purchased 23 properties across
the UK; mostly former hotels, offering an annual 10% return on
investment in its renovation of these properties into high-end care
homes, Isle of Wright County Press discloses.

Only nine of the properties were ever operational, and some
continued to be run as hotels, instead of homes, Isle of Wright
County Press notes.

The group also purchased a number of vehicles purportedly for the
company, including two Lamborghinis, a Mclaren 570GT, a private jet
and two yachts, Isle of Wright County Press recounts.

Over 600 people and companies invested in the scheme via purchase
of rooms, that were to be rented out to elderly residents, in
facilities that boasted swimming pools, room service and other
luxury amenities, Isle of Wright County Press relays.

Rooms were advertised widely and sold with a guaranteed annual
payout and the opportunity to resell the asset back with up to a
25% profit after ten years, Isle of Wright County Press states.


CHARLES STREET 2: DBRS Confirms BB(high) Rating on Class C Notes
----------------------------------------------------------------
DBRS Ratings Limited confirmed its credit ratings on the notes
issued by Charles Street Conduit Asset Backed Securitization 2
Limited (the Issuer) as follows:

-- Class A1/Class A2 Notes (collectively, the Class A Notes)
        at AA (sf)
-- Class B Notes at BBB (high) (sf)
-- Class C Notes at BB (high) (sf)

The credit ratings on the Class A, Class B, and Class C Notes
(collectively, the rated notes) address the timely payment of
interest and the ultimate repayment of principal on or before the
legal final maturity date.

The confirmations follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance, in terms of delinquencies, defaults, and
losses, as of the January 2024 payment date;

-- Portfolio default rate (PD), loss given default (LGD), and
expected loss assumptions on the remaining receivables; and

-- Current available credit enhancement to the rated notes to
cover the expected losses at their respective credit rating levels;
and

-- No early termination events have occurred.

The transaction is a revolving warehouse securitization of first
and second lien buy-to-let and owner-occupied mortgages backed by
residential properties located in the United Kingdom. The mortgages
were originated by various subsidiaries of Together Financial
Services Limited (Together) including Blemain Finance Limited,
Together Commercial Finance Limited, Harpmanor Limited, and
Together Personal Finance Limited. Each of the originators is the
servicer of the loans they have originated. BCM Global Mortgage
Services Limited acts as the standby servicer.

Until the initial maturity date falling in March 2026 (48 months
from the issuance date), the Issuer may use the principal receipts
or available/undrawn facility commitment amounts to purchase new
loan receivables. Each purchased loan needs to meet the eligibility
criteria and adhere to the portfolio covenants.

PORTFOLIO PERFORMANCE

As of 31 December 2023, loans two to three months in arrears
represented 0.5% of the outstanding portfolio balance, down from
0.9% a year prior. Loans more than three months in arrears
represented 0.6%, up from 0.4% a year prior. Cumulative defaults
since closing were 1.3%.

PORTFOLIO ASSUMPTIONS AND KEY DRIVERS

Morningstar DBRS conducted a loan-level analysis of the receivables
based on the worst-case portfolio composition given the transaction
revolving period. Morningstar DBRS assumes a base case PD and LGD
at the B (sf) credit rating level of 14.3% and 14.3%, respectively.
The assumptions continue to be based on the worst-case portfolio
composition outlined in the portfolio covenants.

CREDIT ENHANCEMENT AND RESERVES

Subordination to the notes increases with changes in the advance
rate or decreases to a floor determined by the advance rate caps.
The Class A, Class B, and Class C Notes benefit from a minimum
subordination of 15.0%, 10.0%, and 7.5%, respectively.

A co-mingling reserve is in place to cover shortfalls in senior
fees, swap payments, and Class A interest. The target amount is
1.5% of the outstanding balance of the notes and is replenished
through principal collections prior to the initial maturity date.
The reserve is currently funded to its target balance of GBP 12.3
million.

Lloyds Bank plc acts as the account bank for the transaction. Based
on the account bank reference rating of Lloyds Bank plc at AA -
being one notch below the Morningstar DBRS public Long Term
Critical Obligations Rating of AA (high), the downgrade provisions
outlined in the transaction documents, and other mitigating factors
inherent in the transaction structure, Morningstar DBRS considers
the risk arising from the exposure to the account bank to be
consistent with the rating assigned to the Class A Notes, as
described in Morningstar DBRS' "Legal Criteria for European
Structured Finance Transactions" methodology.

Natixis S.A. acts as the swap counterparty for the transaction.
Morningstar DBRS' private rating of Natixis S.A. is consistent with
the First Rating Threshold as described in Morningstar DBRS'
"Derivative Criteria for European Structured Finance Transactions"
methodology.

Morningstar DBRS' credit ratings on the rated notes address the
credit risk associated with the identified financial obligations in
accordance with the relevant transaction documents.

Morningstar DBRS' credit ratings do not address non-payment risk
associated with contractual payment obligations contemplated in the
applicable transaction documents that are not financial
obligations.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

Notes: All figures are in British pound sterling unless otherwise
noted.

DUCHY PLANT: Set to Go Into Administration
------------------------------------------
Olivier Vergnault at CornwallLive reports that Duchy Plant Hire Ltd
has announced its intention to appoint administrators.

The company filed what is known as a notice of intention to appoint
an administrator on March 12, CornwallLive relates.

According to CornwallLive, the decision to appoint administrators
gives Duchy Plant Hire 10 working days to try to sort out its
situation.  It is not yet known what will happen to the staff or
some of the 400 construction machines it owns and operates,
CornwallLive notes.

The company, with 38 staff, according to the most recent records,
is part of the Duchy Group based in Nanpean near St Austell.
According to Companies House and its latest accounts up to December
2022 the firm had assets of GBP15.2 million.  The Duchy Group
employs about 66 staff across its various divisions.


FERROGLOBE PLC: Moody's Alters Outlook on 'B2' CFR to Positive
--------------------------------------------------------------
Moody's Ratings has changed Ferroglobe PLC's ("Ferroglobe" or "the
company") outlook to positive from stable. Concurrently, Moody's
has affirmed its B2 long-term corporate family rating and its B2-PD
probability of default rating. Ferroglobe is a large producer of
silicon metal and silicon/manganese alloys.

"The positive outlook reflects Ferroglobe's further reduction in
debt with the full repayment of its notes, resulting in low
Moody's-adjusted debt/EBITDA of 1.1x for 2023 and Moody's
expectation that metrics will remain strong for the B2 rating in
2024 despite a relatively weak market environment currently", says
Tobias Wagner, Moody's Vice President – Senior Credit Officer.

RATINGS RATIONALE

Ferroglobe has continued to reduce debt with the full repayment of
its notes in February 2024, previously issued by its subsidiary
Ferroglobe Finance Company, PLC. As a result, Moody's-adjusted debt
reduced further to around $175 million from estimated $331 million
at year-end 2023 and $562 million at year-end 2022. This is the
lowest level in more than seven years and leads to a much reduced
future interest burden and a strong balance sheet to weather the
sector-related high demand volatility and low demand visibility.

Company-adjusted EBITDA weakened in 2023 to $315 million, down from
the exceptional record of $860 million in 2022. The company's
guidance of $100 - $170 million points to further declines in 2024
as well. However, as a result of the significant debt reduction and
cash flow generation, the company is in a position to weather the
weak demand environment exhibited in 2023 and potentially
throughout at least a significant part of 2024 although demand and
prices could pick up later in the year. Moody's expects the company
to maintain low debt levels going forward.

Accordingly, Moody's expects Moody's-adjusted debt/EBITDA to weaken
in 2024 towards 1.7x from 1.1x in 2023 and 0.7x in 2022. Moody's
expects some free cash flow generation after the newly implemented,
moderate dividend for 2024 supported by a large rebate payment that
occurred in the first quarter of 2024 and some further potential
for working capital release. At the lower end of the company's
EBITDA guidance free cash flow generation could however be minimal
or negative excluding these factors.

The company's liquidity is adequate and an important consideration
for the rating, because of the company's profit and working capital
volatility, which could also lead to sizeable working capital
outflows in case of a price and demand pick-up. As of December
2023, the company had $136 million of cash and cash equivalents and
access to an unused $100 million committed asset-backed facility
due in 2027. Pro-forma for the rebate payment and notes redemption
in the first quarter of 2024, Moody's estimates the company to
continue to have a broadly similar level of liquidity.

The rating continues to reflect Ferroglobe's position as one of the
largest producers in the silicon metal sector, especially outside
China, with a vertically integrated business model that provides
some protection against raw material price movements such as quartz
and metallurgical coal. Energy costs, however, remain important to
profitability. The company recently achieved a new energy purchase
price agreement for its operations in Spain, which enables the
restart of operations. However, a normalization of its energy
rebate arrangement in France will have a negative effect on
profitability for 2024 against 2023. Restructuring efforts in
recent years should also continue to provide some support to
profitability.

ESG CONSIDERATIONS

Ferroglobe's ESG Credit Impact Score of CIS-3 reflects governance
risks, including the need to carefully manage its balance sheet and
liquidity because of the high volatility and low visibility in the
business. It also reflects mostly sector-driven exposure to
environmental and social risks.

RATING OUTLOOK

The positive outlook reflects Moody's expectation that the company
should be able to maintain strong metrics for the B2 rating through
most market conditions based on maintaining low debt levels and at
least adequate liquidity, despite the volatility of profits and
working capital.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The company's profits and cash flows remain exposed to volatility.
Therefore a demonstrated ability to weather different market
conditions while maintaining moderate debt levels, solid metrics
and good liquidity and cash flow generation could result in
positive pressure. In addition, this would require Moody's-adjusted
debt/EBITDA sustained comfortably below 3.0x through the cycle.

Conversely, negative pressure could arise if debt levels rise or
liquidity weakens, for example from weak cash flow generation. An
inability to sustain profitability in a weak market environment
would also pressure the rating, and so would leverage rising above
4.0x.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
published in September 2021.

COMPANY PROFILE

Headquartered in London and listed on the Nasdaq, Ferroglobe PLC is
a large producer of silicon metal and silicon/manganese alloys.


HEATHROW FINANCE: Moody's Rates New Sr. Secured Notes 'B1'
----------------------------------------------------------
Moody's Ratings has assigned a B1 rating to the proposed senior
secured notes of a benchmark GBP350 million to be issued by
Heathrow Finance plc (HF). Concurrently, Moody's has affirmed the
Ba2 long-term corporate family rating, the Ba3-PD probability of
default rating and the B1 senior secured ratings on the company's
existing senior secured notes. The outlook remains stable.

The new notes will be pari passu with the company's existing senior
secured notes. Net proceeds from the notes' issuance will be used
for general corporate purposes.

HF indirectly owns Heathrow Airport Limited (HAL), the airport
company owning London Heathrow airport, through its shares in
Heathrow (SP) Limited (HSP).

RATINGS RATIONALE

The affirmation of the B1 rating of the existing HF notes and the
Ba2 CFR, and the assignment of the B1 rating to the proposed HF
notes, reflects Moody's expectation that the HF group will maintain
a financial profile commensurate with the current ratings
underpinned by robust passenger traffic growth and solid
performance against the regulatory settlement in terms of
expenditure and commercial revenue.

In 2023, Heathrow airport's total passenger traffic reached 79.2
million, an increase of nearly 29% year-on-year to 98% of 2019
levels, indicating a strong recovery. Growth in traffic was an
important driver of an increase in the group's earnings, with
reported 2023 EBITDA reaching around GBP2.2 billion. The HF group's
gearing of net debt to regulated asset base (Group RAR) stood at
84.9%, which compares with the event of default covenant of 92.5%.
While Moody's expects traffic trends to remain positive despite a
weak macroeconomic environment, the group's EBITDA will fall this
year because of the 15% cut in aeronautical charges. Given an
increase in capital expenditure and the regulatory determination
until 2026, Moody's expects the group's financial profile to remain
highly-leveraged but with good headroom against financial covenants
included in the terms of its financing structure.

Overall, HF's Ba2 CFR recognises (1) its ownership of London
Heathrow airport, which is one of the world's most important hub
airports and the largest UK airport; (2) its long established
framework of economic regulation; (3) strong demand for the
airport's services reflected in fairly resilient traffic
characteristics excluding the period of the pandemic and travel
restrictions; (4) its highly-leveraged financial profile; and (5)
the features of the HSP secured debt financing structure which puts
certain constraints around management activity, together with the
protective features of the HF debt which effectively limit HF's
activities to its investment in HSP.

HF's B1 senior secured rating takes into account the structural
subordination of the HF debt in the HF group structure versus the
debt at operating company, HSP. The rating positively reflects
Moody's expectation that the HSP group will continue to be able to
upstream cash flows under the terms of its debt structure or
otherwise manage its liquidity to maintain sufficient coverage of
HF's debt service obligations throughout the regulatory period to
2026. In this regard, issuance of the new notes will strengthen
HF's liquidity following the repayment of the company's GBP300
million notes due on March 1, 2024.

Moody's notes the November 2023 announcement by Ferrovial SA of an
agreement to sell its 25% stake in FGP Topco Limited (FGP), the
ultimate parent company of Heathrow Airport Holdings Limited (HAH)
for close to GBP2.4 billion to Ardian and the Public Investment
Fund. [1] In January 2024, other shareholders decided to sell an
additional 35% stake in FGP, exercising their tag along rights. [2]
It is currently uncertain when and if the sale will be completed.
While HF's ratings are not directly driven by the ownership
considerations, the terms of HF's senior secured notes include
change of control clauses, which could be triggered if a new
shareholder, or a group of new shareholders acting in concert, were
to acquire more than 50% of the FGP Topco shares. In this regard,
Moody's ratings assume that HF and its ultimate shareholders will
be able to navigate any such potential process without compromising
the integrity of the group's capital structure and its liquidity.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that the HF group
will be able to exhibit credit metrics with good headroom against
its covenants and the company will continue to maintain strong
liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Positive rating pressure would develop if the HF group's financial
profile and key credit metrics were to sustainably strengthen, such
that it maintained an appropriate headroom under its covenants and
an adjusted interest cover ratio (AICR) consistently higher than
1.0x, while continuing to maintain a good liquidity profile.

Downward pressure on HF's ratings could develop if (1) the group
appeared likely to experience a material and persistent reduction
in headroom under its event of default financial covenants; (2) the
HSP group's ability to upstream cash were significantly reduced,
without adequate mitigating factors at the holding company; or (3)
there were concerns about the group's or the company's liquidity.

The principal methodology used in these ratings was Privately
Managed Airports and Related Issuers published in November 2023.

The only asset of HF is its shares in HSP, a holding company which
in turns owns the company that owns LHR, Europe's busiest airport
in terms of total passengers before the pandemic. HF is indirectly
owned by Heathrow Airport Holdings Limited (HAH). HAH is ultimately
owned 25% by Ferrovial SA, 20% by Qatar Holding LLC, 12.62% by
Caisse de depot et placement du Quebec, 11.2% by the Government of
Singapore Investment Corporation, 11.18% by Australian Retirement
Trust, 10% by China Investment Corporation and 10% by the
Universities Superannuation Scheme.


INTERNATIONAL CONSOLIDATED: Moody's Puts 'Ba1' CFR Under Review
---------------------------------------------------------------
Moody's Ratings has placed all the ratings of International
Consolidated Airlines Group, S.A. (IAG or the company) on review
for upgrade, including the company's Ba1 corporate family rating,
its Ba1-PD probability of default rating and the Ba2 ratings on
three tranches of senior unsecured notes. Previously, the outlook
was stable.

"The opening of the ratings review reflects the combination of
strong improvements in operating performance since the pandemic and
a financial policy prioritising gross debt reduction, leading to
key credit ratios for IAG being commensurate with an investment
grade rating at the end of 2023" says Frederic Duranson, a Moody's
Vice President -- Senior Analyst and lead analyst for IAG''.

RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS

Continued high leisure demand (+22% total passengers versus 2022)
and strong pricing (+4% versus 2022) drove IAG's operating profit
to EUR3.5 billion in 2023, corresponding to a 12% margin. Combined
with the repayment of around EUR4 billion of gross debt, higher
EBITDA led to significant deleveraging. Moody's adjusted gross
debt/EBITDA was 2.7x as of December 31, 2023.

The trading environment for IAG remains supportive. Despite
continued capacity additions, both booking volumes and booked
yields are ahead of 2023. Given the continued weak macroeconomic
environment, Moody's prudently forecasts that yields will modestly
decrease in 2024. On the cost side, growing load factors help
reduce unit costs. However, Moody's expects thats IAG's costs in
2024 will grow well ahead of inflation and somewhat ahead of
revenue because of (i) the full impact of higher wages agreed
throughout 2023, (ii) the increase in some third-party costs, and
(iii) significant investments in IT to improve customer experience.
The rating agency expects an operating profit of around EUR3.3
billion this year as a result, leading to stable adjusted leverage
of 2.7x. A much slower growth in costs and a EUR500 million bond
maturity in 2025 could help leverage reduce to below 2.5x in the
medium term.

While the cash balance reduced because of debt repayments, IAG
maintains excellent liquidity (of which around 60% were cash),
representing about 40% of the annual revenue Moody's projects in
the next 12 to 18 months. Moody's continues to view a strong
liquidity as paramount in the airline sector given potential major
shocks. In addition, Moody's expects that IAG may need to use some
of its liquidity to absorb Moody's projected negative free cash
flow in the next few years. This incorporates lease repayments and
Moody's assumption that IAG will resume dividend payments from
2025. IAG expects to increase capex to EUR3.7 billion this year to
meet its goal of restoring capacity following the early and
permanent retirement of 72 older, less fuel efficient aircraft
during the pandemic.

IAG's credit strengths which support its credit quality include (1)
the group's large scale, well-known brands, extensive and
diversified global network; (2) its strong market positions on
certain routes, including highly profitable transatlantic routes,
and at highly sought after airports including Heathrow, Gatwick,
Madrid, Barcelona and Dublin; and (3) its transformation and
improved cost flexibility.

The group's credit quality also reflects constraints such as the
difficult macroeconomic environment, including subdued economic
growth in some of its key markets and persistent inflation. These
factors mean that price inelasticity of demand remains a central
question as airlines continue to face high fuel prices (despite
good hedging coverage) and inflation across labour and other costs.
IAG also bears risks of operational disruptions across the aviation
ecosystem and its exposure to corporate travel, which is taking
longer to recover from the pandemic, has made it more reliant on
leisure travel.

The ratings could be upgraded if the group's Moody's-adjusted gross
debt/EBITDA is below 3x on a sustainable basis, while
Moody's-adjusted retained cash flow/debt is sustainably above 25%,
and operating margins remain comfortably above 10%. An upgrade
would also require the group to maintain strong liquidity,
including a majority of balance sheet cash.

The ratings could be downgraded if the group's Moody's-adjusted
leverage moves back above 4.0x, or if Moody's-adjusted retained
cash flow/debt reduces sustainably well below 20%. The ratings
could also be downgraded if the group's operating margins fell back
toward a mid-single digit percentage, or if liquidity weakens
materially.

LIQUIDITY

IAG has excellent liquidity of EUR11.6 billion as of December 31,
2023, comprising cash of EUR6.8 billion and EUR4.8 billion undrawn
general facilities. The general facilities include (i) a $1.755
billion revolving credit facility (RCF) available to March 2025, of
which $1.655 billion is available to March 2026, and (ii) two GBP1
billion undrawn facilities partially guaranteed by UK Export
Finance due November 2026 and September 2028.

STRUCTURAL CONSIDERATIONS

IAG's EUR500 million senior unsecured notes due in 2027 and the
EUR1.2 billion equivalent senior unsecured notes due in 2025 and
2029 are rated Ba2, one notch below the CFR. This reflects the
structural subordination of debt issued by IAG, including the
aforementioned notes and its EUR825 million senior unsecured
convertible bonds, with the majority of the group's debt held by
its operating companies. This includes secured debt, thereby adding
another layer of subordination.

OUTLOOK

IAG's ratings are on review. The review will focus on (i) Moody's
assessment of IAG's ability to maintain credit ratios and financial
policies commensurate with an investment grade rating, with a
degree of cushion to absorb some downside risks, and (ii) the
ratings impact of the subordination of IAG's senior unsecured notes
within the group structure.

The principal methodology used in these ratings was Passenger
Airlines published in August 2021.

COMPANY PROFILE

IAG manages five airline subsidiaries including British Airways,
Plc (Ba1 on review for upgrade), Iberia, Vueling, Aer Lingus and
LEVEL, representing complementary brands and operating in distinct
markets. The group has minimal operations of its own other than its
Global Business Services division, which incorporates its
centralised and back office functions, and Cargo. In 2023, IAG
generated revenues of EUR29.5 billion (2019: EUR25.5 billion) and a
company adjusted operating profit before exceptional items of
EUR3.5 billion (2019: EUR3.3 billion).


JULES B: Creditors Back Rescue Plan
-----------------------------------
Tom Keighley at ChronicleLive reports that creditors of Jules B
backed a rescue plan for the independent clothes retailer.

According to ChronicleLive, Julian Blades, who runs up-market
retailer Jules B with wife Rhona, says more than 90% of the firm's
creditors backed an arrangement that has allowed the 40-year-old
firm to continue trading with 45 staff.  It comes after a
devastating ransomware attack on the chain's computer systems last
year in which hackers demanded US$100,000, ChronicleLive notes.

The criminals were not paid but Jules B suffered major technical
problems which threatened to drive the business under as insurers
refused to cover the costs, ChronicleLive relates. Having already
contended with a cost-of-living crisis, a spate of bad weather
impacting footfall and serious competition from larger rivals, Mr.
Blades was forced to call in insolvency experts, ChronicleLive
discloses.

They helped the Blades put together a Company Voluntary Arrangement
(CVA), which offers to repay creditors over several years in order
to keep the business as a going concern, ChronicleLive states.
Creditors had to vote on the proposal, which Mr. Blades says has
now passed with majority endorsement, according to ChronicleLive.

The arrangement has involved 12 redundancies from the firm's
workforce of 56; the closure of its Harrogate store, and a merging
of its separate men's and women's shops in Jesmond into one site,
ChronicleLive states.  Mr. Blades described the decisions as
difficult.  The Blades have also personally forfeited around GBP1.2
million they have invested into Jules B, ChronicleLive recounts.


KANE BIDCO: Moody's Affirms 'B1' CFR, Outlook Remains Stable
------------------------------------------------------------
Moody's Ratings has affirmed the B1 corporate family rating and
B1-PD Probability of Default rating of Kane Bidco Limited. Moody's
has also affirmed the B1 ratings of Kane Bidco's GBP400 million and
EUR360 million senior secured notes. The outlook on the entity
remains stable. The issuer is an intermediate holding company of
True Potential Group Limited (True Potential), a UK-domiciled
vertically integrated wealth manager.

RATINGS RATIONALE

Kane Bidco's B1 CFR reflects True Potential's growing presence in
the wealth platform and advisory space, its strong assets under
management (AUM) resilience and the group's strong profitability.
These strengths are offset by its still small, albeit growing,
scale, very limited geographic diversification as all assets are
sourced in the UK and relatively high financial leverage.

True Potential has demonstrated consistent growth in a difficult
economic environment, leading to improved market share in its
chosen retail advised segment. This growth has been supported by
ongoing investment in recruitment of financial advisers. AUM grew
by 28% to GBP26.4 billion between December 2021 and September 2023,
with net inflows in every quarter supporting strong AUM retention
and replacement metrics. While net revenue reached GBP267 million
on a last-twelve-month (LTM) September 2023 basis, an increase of
49% compared to the year-ended 2021, True Potential still has a
modest scale compared to more diversified asset managers.

True Potential's vertically integrated model combines an in-house
platform and advice proposition which allows the group to earn fees
across the value chain, including investment management fees,
wealth management advice, platform fees and adviser services.
Moody's expects profitability to remain a credit strength. The
group's EBITDA and pre-tax income margins, as measured by Moody's,
are strong and Moody's expect further improvement as growth
supports margin expansion.

While EBITDA expansion is aiding the group's deleveraging,
additional borrowing to fund growth and strengthen regulatory
capital means this has been slower than Moody's expected and
leverage remains an offsetting factor in Moody's credit assessment.
The group's leverage was 4.4x at September 2023, on an LTM basis,
consistent with a B-rated company. Moody's expects that True
Potential will steadily reduce leverage by growing its EBITDA
base.

DEBT AND PROBABILITY OF DEFAULT RATINGS

The B1 rating of the group's senior secured notes is in line with
the B1 CFR. The B1-PD PDR is in line with the CFR and reflects
Moody's assumption of a 50% recovery rate, which is standard for
covenant-lite loan structures.

OUTLOOK

The stable outlook reflects Moody's expectation that True Potential
will continue to improve its market position and scale while
maintaining healthy profitability metrics. Moody's expect the group
to gradually reduce leverage through EBITDA growth, however, this
depends on the group's ability to execute on its growth strategy.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Kane Bidco's ratings could be upgraded if: (1) Debt-to-EBITDA
reduces to consistently below 4x, (2) Scale, as measured by net
revenue, increases to above $400 million, (3) Pre-tax income
margins rise above 10% on a consistent basis.

Alternatively, Kane Bidco's rating could be downgraded if: (1)
Debt-to-EBITDA increases above 5.5x for a sustained period, (2)
There is a significant drop in profitability with pre-tax income
margins sustainably below 5%, (3) There is a material deterioration
of AUM resilience metrics.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Asset Managers
Methodology published in November 2019.


PINEWOOD GROUP: S&P Affirms 'BB-' ICR on Announced New Issuance
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on U.K.-based filming facilities provider Pinewood Group
Ltd. (Pinewood) and assigned its 'BB+' issue rating to the proposed
senior secured notes. S&P also raised the issue rating on the
company's existing senior secured debt to 'BB+' (recovery rating of
'1', with a higher prospect of recovery [capped at 95%]) from 'BB'
(previously a recovery rating of '2' with an 80% prospect of
recovery). This percentage change reflects the substantial increase
in Pinewood's portfolio valuation following the recent expansion.

The negative outlook reflects a one-in-three chance that S&P could
downgrade Pinewood in the next six to 12 months if the company
fails to maintain EBITDA interest coverage above 1.8x or if it
fails to complete the proposed refinancing transaction.

Pinewood has announced the launch of GBP500 million in senior
secured bonds to repay most of its existing 3.25% GBP750 million
senior secured notes, due 2025, thereby addressing its refinancing
needs in a timely manner. Pinewood's existing capital structure is
mainly this one large bond maturity, plus another GBP300 million in
senior secured notes, at 3.625%, due November 2027. Its current
weighted average maturity (WAM) is less than three years. The
newly-announced issuance is expected to have a six-year tenor. In
addition, Pinewood aims to refinance its current GBP75 million
super senior revolving credit facility (SSRCF) with a new 5.5-year
SSRCF of GBP76 million (reverting to GBP75 million after March
2025). Pro forma the successful closing of the transaction,
Pinewood's WAM would improve to close to four years or above. Once
the transaction closes, S&P would view Pinewood's pro-active
liability management as credit-positive, as it enhances its debt
maturity profile and reduces liquidity and refinancing risks in a
timely manner.

S&P said, "Our negative outlook reflects the limited near-term
headroom in its EBITDA interest coverage, which we expect to be
only temporary, due to likely significantly higher debt costs
following the refinancing. Pinewood currently benefits from a
relatively low debt cost of about 3.5%, pre-refinancing, but we
expect this will increase significantly upon successfully closing
of the transaction, given recent interest rate hikes. That said, we
expect the delivery of the Shepperton projects and the contribution
from Pinewood Toronto will materially improve the EBITDA base such
that the company's interest coverage should remain about 2x through
Sept. 30, 2024 (rolling 12 months) and improve further to 2.3x-2.4x
for fiscal years 2025 and 2026 (ending March 31). The anticipated
EBITDA contribution will also improve the company's debt to EBITDA
to 8.0x-9.0x by fiscal year-end 2025, from an expected 13.0x-14.0x
for fiscal year-end 2024. We understand the company's financial
policy remains unchanged, namely maintaining a reported LTV target
of below 50% (pro forma the transaction LTV is expected to be 35%).
Although not our base case, we remain cautious about any unexpected
external events that might depress the EBITDA base. We have seen
such events over the last 12 months including the writers' and
actors' strikes, which affected revenue from ancillary services and
delayed the leasing out of the Toronto stages.

Positively, Pinewood's large let-out project will materially
support its cash flow generation in the near term. In October 2023,
Pinewood completed its Shepperton North West project comprising
three stages with a total area of 165,000 square feet (sq ft),
which have been let out to Amazon Prime Video. S&P said, "We
understand that Shepperton South, which includes 14 stages totaling
775,000 sq ft, is weeks away from final completion but the majority
of stages (15 out of 17) are already under lease and all residual
capital expenditure (capex) is covered by the company's GBP119
million cash reserve and GBP63 million available under the SSRCF as
of Jan. 1, 2024 (currently GBP75 million is available under the
SSRCF). These projects have already been pre-let to Netflix and
Amazon Prime Video. The new letting contracts are long term and
rents are retail price index (RPI)-linked with only upward
revisions and no caps. We also factor in the new long-term letting
contract from December 2023 for the remaining five stages in
Toronto, which complements the existing Toronto-based portfolio of
occupational letting contracts with CBS and Netflix, and brings
occupancy to 100%. In our updated base case, factoring in the
completion of the new stages, EBITDA should increase to about
GBP135 million in the year ending March 2025, from about GBP85
million in the current fiscal year."

S&P said, "We assigned a 'BB+' issue rating (recovery rating of
'1') to the new senior secured bond, expected to be GBP500 million.
We also raised the rating on Pinewood's existing secured bonds, due
2025 and 2027, to 'BB+' (recovery ratings of '1'), from 'BB', based
on a property valuation update that points to better prospects of
recovery than before (which we cap at 95% from 80% previously). The
existing 2027 GBP300 million senior secured notes and the remaining
portion of the GBP750 million senior secured bonds, as well as the
proposed bond, will have the same collateral packages, including a
mortgage on every property valued above GBP10 million, which will
likely cover more than 95% of the total property value. We
understand that the proposed GBP500 million bond issuance will be
used to pay down the same amount from the existing GBP750 million
2025 bond via a tender offer. We also understand that any amount
not tendered will be restricted to the 2025 bond repayment only.

"The negative outlook reflects a one-in-three chance that we could
downgrade Pinewood in the next six to 12 months if the company
fails to maintain EBITDA interest coverage above 1.8x or if it
fails to complete the proposed refinancing transaction.

"We have adjusted our thresholds for the current rating level
following the company's successful portfolio expansion in recent
years, in which it had secured long-term leases with creditworthy
tenants and now aligns with other rated peers with similar business
risk strengths."

S&P could downgrade Pinewood if the company fails to maintain:

-- EBITDA interest coverage above 1.8x sustainably; or

-- Debt to EBITDA below 13x; or

-- Reported LTV ratio below 50%.

S&P could also take a negative rating action if the proposed
refinancing transaction does not proceed and the company cannot
execute an alternative, leading to a deterioration of its liquidity
position, and if its average debt maturity remains less than three
years.

S&P could revise Pinewood's outlook to stable if:

-- EBITDA interest coverage remains comfortably above 1.8x,
supported by good visibility on cash flow generation absent any
unexpected external events affecting operations; and

-- Debt to EBITDA decreases to below 13x with reported LTV
remaining below 50%.


SELINA HOSPITALITY: B. Arbel Joins Board as Non-Executive Director
------------------------------------------------------------------
Selina Hospitality PLC disclosed in a Form 6-K Report filed with
the Securities and Exchange Commission that on March 5, 2024, the
appointment by the Board of Directors of the Company of Boaz Arbel
as an independent non-executive director became effective.

Arbel is a nominee of Osprey International Limited pursuant to the
Investor's Rights Agreement entered into between the Company and
Osprey on January 25, 2024, as part of the closing of the liability
restructuring and investment transactions announced by the Company
on January 26, 2024. Arbel's appointment had been deferred, as
announced on October 18, 2023, pending the closing of the
Transactions.

Under the IRA, Osprey has the right to designate the appointment of
directors comprising a majority of the Board, as well as the chair
of the Board and certain members of each of the Company's Human
Capital Management & Compensation Committee, Finance & Capital
Allocation Committee and Nominating & Corporate Governance
Committee, subject to such appointments complying with all
applicable rules, regulations, requirements and guidance of the
Nasdaq Stock Market and/or the Securities and Exchange Commission.


In addition, pursuant to the Indenture dated January 25, 2024 in
respect of $65,412,000 principal amount of 6.0% senior secured
notes due 2029, the Company has agreed that until the date that
less than 25% of the aggregate principal amount of the 2029 Notes
remains outstanding, the Company shall cause at least one
individual, selected by a majority of the holders of the 2029 Notes
and subject to approval by Osprey, to be appointed as an
independent director of the Company.

The appointment of Amir Ramot as a nominee of Osprey, as previously
announced on September 22, 2023, remains deferred. The director
nominee of the holders of the 2029 Notes and additional nominees of
Osprey currently are under review.

Boaz Arbel is an accomplished operator and business leader with
deep experience in driving growth and organizational change,
particularly with early-to-mid stage companies. He currently serves
as the Portfolio Managing Director of Global University Systems
B.V. ("GUS"), a role he has held since 2016, where he is
responsible for leading the growth and integration within the GUS
portfolio of various educational institutions throughout Europe.
Prior to his role at GUS, Arbel served as the Chief Executive
Officer of Drinka Beverages Ltd., from 2013 to 2016, and Chief
Executive Officer of Smartnet Ltd., from 2006 through 2013, where
he led initiatives to grow and improve operational performance of
start-up stage companies. Arbel also held senior sales roles with
College of Management, and before that, Campus-Studies Ltd. in
Israel between 2000 and 2006. In 2003, he graduated with a Masters
of Human Resource Management from Derby University in the U.K. and
earned a Bachelor of Arts degree in Business Administration from
Derby University in 2001.

                   About Selina Hospitality PLC

United Kingdom-based Selina (NASDAQ: SLNA) is one of the world's
largest hospitality brands built to address the needs of millennial
and Gen Z travelers, blending beautifully designed accommodation
with coworking, recreation, wellness, and local experiences.

Founded in 2014 and custom-built for today's nomadic traveler,
Selina provides guests with a global infrastructure to seamlessly
travel and work abroad. Each Selina property is designed in
partnership with local artists, creators, and tastemakers,
breathing new life into existing buildings in interesting locations
in 24 countries on six continents -- from urban cities to remote
beaches and jungles.

SELINA HOSPITALITY: Moves to Nasdaq Stock Market
------------------------------------------------
Selina Hospitality PLC disclosed in a Form 6-K Report filed with
the Securities and Exchange Commission that on March 7, 2024, the
Listing Qualifications Department of The Nasdaq Stock Market LLC
("Nasdaq") approved the transfer of the listing of the ordinary
shares of the Company from the Nasdaq Global Market to the Nasdaq
Capital Market.

The transfer was anticipated to take effect at the opening of
business on March 8, 2024. The transfer will not impact the
Company's public warrants, which currently trade on the Nasdaq
Capital Market under the symbol SLNAW, and is not expected to have
any immediate effect on trading of the Company's ordinary shares,
which will continue to trade uninterruptedly under the symbol
SLNA.

In conjunction with such approval, on March 7, 2024, Nasdaq also
granted the Company a second period of 180 calendar days, or until
September 3, 2024, to regain compliance with the Nasdaq's minimum
bid price requirement. As previously disclosed in a Report on Form
6-K issued on September 12, 2023, the Company received a
notification letter from Nasdaq on September 8, 2023 informing the
Company that the minimum closing bid price per ordinary share was
below $1.00 for a period of 30 consecutive business days, that the
Company did not meet the minimum bid price requirement set forth in
Nasdaq Listing Rule 5550(a)(2) (the "Minimum Bid Price
Requirement") and that the Company had a period of 180 calendar
days, such period to end on March 6, 2024, to regain compliance
with the Minimum Bid Price Requirement.

In response to the Notification Letter, the Company submitted an
application to transfer the listing of its ordinary shares from the
Nasdaq Global Market to the Nasdaq Capital Market and convened a
general meeting of shareholders to be held on March 26, 2024, as
disclosed via a Report on Form 6-K issued on February 26, 2024,
during which the Company will seek authority to implement a reverse
share split (share consolidation), at a date and time to be
determined by the Board of Directors, on a thirty-to-one basis.

To regain compliance with the Minimum Bid Price Requirement, the
closing bid price of the Company's ordinary shares must meet or
exceed $1.00 per share for a minimum of 10 consecutive business
days on or before September 2, 2024. Nasdaq's determination to
grant the Second Compliance Period was based on, among other
things, the Company meeting the continued listing requirements of
the Nasdaq Capital Market with the exception of the Minimum Bid
Price Requirement, and the Company having provided written notice
of its intention to cure the deficiency during the additional
compliance period, including effecting a reverse stock split if
necessary.

If the Company's compliance with the Minimum Bid Price Requirement
is not satisfied by the end of the Second Compliance Period, Nasdaq
will notify the Company that its securities will be delisted. At
that time, the Company may appeal Nasdaq's determination to a
Hearings Panel. Accordingly, there can be no assurance that the
Company will be able to regain compliance with the Minimum Bid
Price Requirement or maintain its listing on the Nasdaq Capital
Market.

Following Nasdaq's approval of the extended compliance period, the
Company intends to continue to actively monitor the Minimum Bid
Price Requirement and, as appropriate, will implement a reverse
stock split and consider other options to regain compliance.

                   About Selina Hospitality PLC

United Kingdom-based Selina (NASDAQ: SLNA) is one of the world's
largest hospitality brands built to address the needs of millennial
and Gen Z travelers, blending beautifully designed accommodation
with coworking, recreation, wellness, and local experiences.

Founded in 2014 and custom-built for today's nomadic traveler,
Selina provides guests with a global infrastructure to seamlessly
travel and work abroad. Each Selina property is designed in
partnership with local artists, creators, and tastemakers,
breathing new life into existing buildings in interesting locations
in 24 countries on six continents -- from urban cities to remote
beaches and jungles.

SILVERBIRD GLOBAL: Goes Into Administration
-------------------------------------------
Maria Nikolova at Fox News Group reports that the UK Financial
Conduct Authority (FCA) on March 14 confirmed the entry into
administration of Silverbird Global Limited (SGL).

On March 13, 2024, Silverbird Global Limited (SGL) entered special
administration under the Payment and Electronic Money Institution
Insolvency Regulations 2021, FNG relates.  

Daniel Conway and Geoffrey Rowley of FRP Advisory Trading Limited
have been appointed joint special administrators (JSAs), FNG
discloses.

SGL's administrators, FRP Advisory Trading Limited, are responsible
for managing customer claims against the firm and distributing
funds back to customers where possible.

The JSAs were appointed on March 13, 2024, and must provide a
report to creditors within 8 weeks of their appointment, FNG
states.  The report will give details of SGL's history and the
JSAs' proposals.


ST HELENS: Enters Administration, Up to 70 Jobs Affected
--------------------------------------------------------
Neil Hodgson at TheBusinessDesk.com reports that St Helens Chamber
has appointed administrators and is to close with immediate effect,
with the loss of up to 70 jobs.

According to TheBusinessDesk.com, the award-winning membership and
training organisation has cited a "perfect storm" of reductions in
government funding, the move from EU funding streams to the
Government's Shared Prosperity Fund, difficulties in generating a
surplus from its external services and the hit to its balance sheet
from the nationwide fall in office values.

Jason Bell and Philip Stephenson, from Grant Thornton, on
March 14 took control of the business and will manage its affairs
on behalf of creditors, TheBusinessDesk.com relates.

The majority of the 71 members of staff have been made redundant
with immediate effect, TheBusinessDesk.com discloses.

Discussions remain under way with the Education and Skills Funding
Agency to find new training providers for 260 apprentices,
TheBusinessDesk.com states.

The Chamber of Commerce says it is exploring options with other
providers to support the 30 young people on its own study
programmes, TheBusinessDesk.com notes.

British Chambers of Commerce is now assessing the situation to
determine the best option to continue offering Chamber benefits to
the St Helens business community, TheBusinessDesk.com relays.


STRATTON MORTGAGE 2024-2: S&P Assigns Prelim. 'B' Rating on F Notes
-------------------------------------------------------------------
S&P Global Ratings has assigned preliminary credit ratings to
Stratton Mortgage Funding 2024-2 PLC's class A, B-Dfrd, C-Dfrd,
D-Dfrd, E-Dfrd, and F-Dfrd notes. At closing, Stratton Mortgage
Funding 2024-2 will also issue unrated classes Z, X1, and X2 notes,
and RC1 and RC2 certificates.

S&P based its credit analysis on a preliminary pool of GBP307.5
million (as of Jan. 31, 2024). This a refinancing of Stratton
Mortgage Funding 2021-1 PLC (Stratton 2021-1). The pool comprises
first-ranking nonconforming, reperforming, owner-occupied, and
buy-to-let (BTL) mortgage loans that were positively selected from
"Project Sunbury" (Sunbury portfolio) or served as risk retention
loans in Warwick 1 and Warwick 2, or previously securitized in Leek
(Moonraker portfolio).

BCMGlobal Mortgage Services Ltd. and BCMGlobal ASI Ltd. are the
servicers for the Sunbury portfolio, and Western Mortgage Services
Ltd. is the servicer for the Moonraker portfolio.

S&P said, "We rate the class A notes based on the payment of timely
interest. Interest on the class A notes is equal to the daily
compounded Sterling Overnight Index Average (SONIA) plus a
class-specific margin.

"We treat the class B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd
notes as deferrable-interest notes in our analysis. Under the
transaction documents, the issuer can defer interest payments on
these notes. Our preliminary ratings on these classes of notes
address the ultimate payment of principal and interest. Once the
ultimate interest notes become the most senior, interest payments
will be paid on a timely basis.

"Our preliminary ratings reflect our assessment of the
transaction's payment structure, cash flow mechanics, and the
results of our cash flow analysis to assess whether the notes would
be repaid under stress test scenarios. Subordination and excess
spread will provide credit enhancement to the class A to F-Dfrd
notes, which are senior to the unrated notes and certificates. The
liquidity reserve and general reserve will be in place to provide
liquidity support and credit enhancement to the class A notes."

  Preliminary ratings

  CLASS       PRELIM. RATING*     CLASS SIZE (%)

  A              AAA (sf)            74.45

  B-Dfrd         AA (sf)              6.25

  C-Dfrd         A (sf)               5.50

  D-Dfrd         BBB (sf)             4.50

  E-Dfrd         BB (sf)              2.50

  F-Dfrd         B (sf)               0.80

  Z              NR                   7.75

  X1             NR                   TBD

  X2             NR                   TBD

*S&P's preliminary ratings address timely receipt of interest and
ultimate repayment of principal for the class A notes, and the
ultimate payment of interest and principal on the other rated
notes.
NR--Not rated.
TBD--To be determined.


SURGO CONSTRUCTION: Enters Administration, 46 Jobs Affected
-----------------------------------------------------------
Coreena Ford and Tom Keighley at BusinessLive report that a North
East business which has traded for more than a century has become
the latest construction company to collapse into administration.

Staff at historic Newcastle company Surgo Construction have been
told that the firm has now ceased trading with the loss of 46 jobs,
after falling into financial difficulties, BusinessLive relates.

The building contractor, based at Newcastle Business Park,
specialised in both new build and renovation projects for public
and private sector clients.

Surgo's collapse comes just seven months after it published
accounts highlighting a strong pipeline of orders and an increase
in profits, BusinessLive notes.  Accounts for the year ending
October 2022 showed a drop in revenues from GBP15.9 million to
GBP14.4 million, but operating profit rose from GBP36,369 to
GBP111,456, BusinessLive discloses.  Pre-tax profit also increased
from GBP20,820 to GBP75,488, BusinessLive states.

The company was dealt a heavy blow during the pandemic, plummeting
to a loss of GBP420,667 in 2020 -- but it returned to profit the
following year, BusinessLive relays.  Within the accounts for 2022,
signed off last July, directors said its strategy to diversify
provided it "with the ability to deal successfully with the ebbs
and flows of the market and the potential obstacles resulting from
further economic disruptions", and that it was continuing to
generate good cash flows, with net funds at GBP2.1 million at the
end of the year, BusinessLive notes.

But in recent weeks, court documents showed Surgo faced a
winding-up petition from Bellway Homes Limited, BusinessLive
discloses.  Now specialists at FRP Advisory in Newcastle have been
appointed as administrators, citing challenging trading and wider
issues impacting the construction sector, BusinessLive relates.
FRP say they are now reviewing head office operations to understand
contractual positions with ongoing work, in a bid to recover money
for creditors, according to BusinessLive.

"Despite the best efforts of the directors and support from the
wider group, Surgo Construction has faced a number of challenges
with projects in recent months that have been exacerbated by the
headwinds facing the wider construction sector.  This has left the
directors with no choice but to place the company into
administration, BusinessLive quotes joint administrator Steven Ross
as saying.


TAURUS 2021-1: DBRS Hikes Class E Notes Rating to BB(high)
----------------------------------------------------------
DBRS Ratings Limited took the following credit rating actions on
the Commercial Mortgage-Backed Floating-Rate Notes due May 2031
issued by Taurus 2021-1 UK DAC (the Issuer):

-- Class A Notes confirmed at AAA (sf)
-- Class B Notes upgraded to AA (high) (sf) from AA (low) (sf)
-- Class C Notes upgraded to A (high) (sf) from A (low) (sf)
-- Class D Notes upgraded to BBB (sf) from BBB (low) (sf)
-- Class E Notes upgraded to BB (high) (sf) from BB (low) (sf)

The trend on all credit ratings is Stable. The upgrades and
confirmation reflect the collateral's improved performance in terms
of both rental income and market value since issuance.

CREDIT RATING RATIONALE

The transaction is the securitization of a GBP 340.1 million senior
commercial real estate loan secured by 45 light-industrial and
logistics assets located in the United Kingdom with a large
concentration in London and the South East. The transaction is
arranged by Merrill Lynch International and jointly managed by
Barclays Bank Plc for the benefit of funds managed by Blackstone
Group Inc. (Blackstone). At issuance, the Issuer purchased the
senior loan from the loan seller, Bank of America Europe DAC, using
the proceeds from the note issuance and the issuer loan provided by
the loan seller. The issuer loan was sized at 5% of the senior loan
amount in order to satisfy risk retention requirements. The senior
loan margin directly mirrors the weighted-average coupon on the
notes; therefore, there is no excess spread in the transaction.
However, the senior loan margin is capped at 2.29%.

The senior loan has refinanced Blackstone's acquisitions since the
first quarter in 2020. In particular, it refinanced the original
portfolio of 38 assets (the United IV sub portfolio) that were
acquired before October 2020 and seven assets that were acquired
between November 2020 and December 2020 (the add-on portfolio). The
entire 45-asset pool is known as the United V portfolio and is
integrated into Blackstone's logistics platform Mileway.

In conjunction with the senior loan, Australian Super Pty Ltd
advanced a GBP 85.0 million mezzanine facility, which was
subordinated to the securitized senior facility. The mezzanine
facility was redeemed in full during the first quarter in 2022.

In September 2021, part of one of the properties, Sheffield
Business Park, was sold, and the disposal proceeds were applied in
partial prepayment of the senior and mezzanine loans. GBP 2.5
million was then applied pro rata against the notes (95%) and
against the issuer loan (5%) on the February 2022 interest payment
date. Since then, no further sale has occurred. The senior loan
balance stands at GBP 337,656,000.

Income metrics for the portfolio showed considerable improvement
since issuance and over the last 12 months. Adjusted Net Rental
Income (NRI) increased to GBP 31.1 million as of the November 2023
Interest Payment Date (IPD) from GBP 28.4 million as of the
November 2022 IPD (an increase of 9.5%). The most recently reported
Adjusted NRI (GBP 31.1 million) also compares favorably with the
net rent of GBP 25.3 million reported at issuance (an increase of
23.0%). As a result of the increase in income, debt yield (DY)
increased to 9.22% as of the November 2023 IPD, up from 8.42% as of
the November 2022 IPD and 7.44% at issuance.

The increase in income also resulted in a higher market value for
the collateral portfolio. Jones Lang LaSalle Limited (JLL)
conducted the most recent valuation of the portfolio and concludes
to a value of GBP 602.2 million dated 31 October 2023 for the sum
of the assets in the portfolio. This figure represents a 12.1%
increase over the previous market value of the assets (GBP 537.2
million) as of 28 October 2022 indicated by Knight Frank LLP
(Knight Frank). JLL concludes to a portfolio value of GBP 617.2
million, inclusive of a 2.5% portfolio premium. While the November
2023 IPD servicer report does not include the most recent market
valuation figures, Morningstar DBRS calculates a loan-to-value
(LTV) ratio of 54.7% based on the most recent portfolio value (GBP
617.2 million) and the current loan balance of GBP 337.7 million.
The most recent servicer report indicates a portfolio value GBP
475.0 million, which includes a portfolio discount per the previous
valuation conducted by Knight Frank, and a resulting LTV of 71.1%
as of the November 2023 IPD.

JLL additionally concludes to an estimated rental value (ERV) of
GBP 44.2 million for the collateral. This figure indicates
potential for further growth in the rental income of the portfolio
which currently reports a contracted rent of GBP 28.1 million as of
the November 2023 IPD. In light of the increase in the collateral's
net rental income, Morningstar DBRS updated its net cash flow (NCF)
assumption based on the most recent tenancy schedule provided by
the servicer dated 30 September 2023, and the ERV figures provided
in the most recent valuation report. The resulting Morningstar DBRS
NCF is GBP 27.8 million, which represents a 10.8% haircut over the
reported Adjusted NRI of GBP 31.1 million as of the November 2023
IPD. Morningstar DBRS additionally adjusted its cap rate upward to
6.50% from 6.25% in consideration of the shift in yields since
issuance and the market data provided in the most recent appraisal
report. The resulting Morningstar DBRS value is GBP 427.1 million,
representing a 30.8% haircut over the most recent appraised
portfolio value of GBP 617.2 million. Morningstar DBRS NCF and
value were previously GBP 22.7 million and GBP 362.8 million,
respectively. The increase in Morningstar DBRS NCF and value
resulted in the upgrades on Classes B through E.

The November 2023 IPD servicer report indicates a portfolio vacancy
of 11.2%, which is higher than the vacancy reported as of the
November 2022 IPD (6.6%). However, the increase is primarily driven
by one of the top 10 tenants recently vacating, and historically
the portfolio exhibited vacancy rates in the single digits prior to
the most recent quarter. Therefore, Morningstar DBRS does not
consider the recent uptick in vacancy to be a long-term risk
factor.

Similarly to other Blackstone loans, there are no financial default
covenants applicable prior to a permitted change of control. As of
November 2023, the senior loan is fully compliant with its cash
trap covenants, which are set at 71.6% for LTV and 6.1% for DY, and
Morningstar DBRS does not foresee any breach in the upcoming
quarters.

The senior loan is fully hedged with a cap agreement, which has a
cap strike rate of 1.5%. For each note interest period occurring on
or after the expected note maturity date the note Sterling
Overnight Index Average (Sonia) component of the rate of interest
payable on the notes will be capped at 4% per annum, subject to a
floor of zero.

To cover potential interest payment shortfalls, Bank of America,
N.A. London Branch provided the Issuer with a liquidity facility of
GBP 11.4 million at issuance. The liquidity facility covers the
Class A, Class B, and Class C notes as well as the corresponding
portion of the issuer loan. The current liquidity facility balance
stands at GBP 11.3 million. The coverage provided by the liquidity
facility is for 20.5 months based on a 1.5% cap strike rate and for
11 months based on the 4% Sonia cap. The coverage provided by the
liquidity facility is deemed to be commensurate with the ratings of
the respective covered notes.

The two-year senior loan had its initial maturity on 15 May 2023
and three-one year extension options to 15 May 2026. The first
extension option was exercised, extending expected loan maturity to
15 May 2024. The final legal maturity of the notes is in May 2031,
five years after the fully extended loan maturity date. Morningstar
DBRS believes that this provides sufficient time to eventually
enforce the senior loan collateral and repay the noteholders, given
the security structure and the jurisdiction of the underlying loan
and properties.

Morningstar DBRS' credit ratings on the notes issued by Taurus
2021-1 UK DAC address the credit risk associated with the
identified financial obligations in accordance with the relevant
transaction documents. The associated financial obligations are
principal amounts and interest amounts.

Morningstar DBRS' credit rating does not address non-payment risk
associated with contractual payment obligations contemplated in the
applicable transaction document(s) that are not financial
obligations, for example, Sonia Excess Amounts, Pro Rata Default
Interest Amounts, and Prepayment Fees.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued. The Morningstar DBRS short-term debt rating scale
provides an opinion on the risk that an issuer will not meet its
short-term financial obligations in a timely manner.

Notes: All figures are in British pound sterling unless otherwise
noted.




===============
X X X X X X X X
===============

[*] BOOK REVIEW: The Titans of Takeover
---------------------------------------
Author:     Robert Slater
Publisher:  Beard Books
Softcover:  252 pages
List Price: $34.95

Order your personal copy at
http://www.beardbooks.com/beardbooks/the_titans_of_takeover.html  

Once upon a time -- and for a very long while -- corporate
behemoths decided for themselves when and if they would merge.  No
doubt such decisions were reached the civilized way, in a proper
men's club with plenty of good brandy and better cigars.  Like
giants, they strode Wall Street, fearing no one save the odd
trust-busting politico, mutton-chopped at the turn of the twentieth
century, perhaps mustachioed in the 1960s when the word was no
longer trust but monopoly.

Then came the decade of the 1980s.  Enter the corporate raiders,
men with cash in hand, shrewd business sense, and not a shred of
reverence for the Way Things Have Always Been Done.  These
businesspeople -- T. Boone Pickens, Carl Icahn, Saul Steinberg, Ted
Turner -- saw what others missed: that many of the corporate giants
were anomalies, possessed of assets well worth possessing yet with
stock market performances so unimpressive that they could be had
for bargain prices.

When the corporate raiders needed expert help, enter the investment
bankers (Joseph Perella and Bruce Wasserstein) and the M&A
attorneys (Joseph Flom and Martin Lipton).  And when the merger
went through, enter the arbitragers who took advantage of stock
run-ups, people like Ivan "Greed is Good" Boesky.

The takeover frenzy of the 1980s looked like a game of Monopoly
come to life, where billion-dollar companies seemed to change
ownership as quickly as Boardwalk or Park Place on a sweet roll of
dice.

By mid-decade, every industry had been affected: in 1985, 3,000
transactions took place, worth a record-breaking $200 billion. The
players caught the fancy of the media and began showing up in the
news until their faces were almost as familiar to the public as the
postman's.  As a result, Jane and John Q. Citizen's in Wall Street
began its climb from near zero to the peak where (for different
reasons) it is today.

What caused this avalanche of activity?  Three words: President
Ronald Reagan.  Perhaps his most firmly held conviction was that
Big Business was Being shackled by the antitrust laws, deprived a
fair fight against foreign competitors that has no equivalent of
the Clayton Act in their homelands.

Reagan took office on Jan. 20, 1981, and it wasn't long after that
that his Attorney General, William French Smith, trotted before the
D.C. Bar to opine that, "Bigness does not necessarily mean badness.
Efficient firms should not be hobbled under the guise of antitrust
enforcement."  (This new approach may have been a necessary
corrective to the over-zealousness of earlier years, exemplified by
the Supreme Court's 1966 decision upholding an enforcement action
against the merger of two supermarket chains because the Court felt
their combined share of 8% (yes, that's "eight percent") of the Los
Angeles market was potentially anticompetitive.)

Raiders, investment bankers, lawyers, and arbitragers, plus the fun
couple Bill Agee and Mary Cunningham --remember them? -- are the
personalities Profiled in Robert Slater's book, originally
published in 1987, Slater is a wonderful writer, and he's given us
a book no less readable for being absolutely stuffed with facts,
many of them based on exclusive behind-the-scenes interviews.

                        About The Author

Robert Slater (1943-2014) was an American author and
journalist.  He was known for over two dozen books, including
biographies of political and business figures like Golda Meir,
Yitzhak Rabin, George Soros, and Donald Trump.  Slater graduated
with honors from the University of Pennsylvania in 1966, with a
degree in political science.  He received a master's degree in
international relations from the London School of Economics in
1967.



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S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2024.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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